Sweet Affection 2: Friends and Romance
by Masterob
Summary: It's been months since the Cutie Mark Crusaders tried finding out who Rumble wanted to be with. He had made his choice and now not only has a marefriend, he has new friends in the form of the other Crusaders as well as Tender Taps. Now along with Dinky, the foals are under the mentorship of Starlight Glimmer while the Elements and Spike go to the Changeling Hive.
1. A New Mentor

It has been several months since Rumble and Sweetie Belle became a couple. What started as a misunderstanding became something so much greater for the young foals.

Sweetie Belle adored spending time with Rumble, he was everything she could want in a colt. He was nice, sweet, sensitive, but he was also stern when he needed to be. She remembers when didn't consider him boyish enough because he seemed too shy and quiet, not showing his more assertive side until much later. What she loved was that he could still be sensitive despite that, truly amazing.

Rumble loved being with Sweetie Belle, she really was the filly for him. She had such a kind nature, very caring and mature enough. While Rumble was initially attracted to how cute she was, but he also came to love her personality just as much. He knew she was a strong girl and that she could take care of herself if she needed to, but he still liked having a filly to be there for.

Rarity loved seeing her sister in a relationship with a nice colt, and a cute one if she would say so. Rumble treated her sister so tenderly and sweet, and he's also very respectful to Rarity, she finds his good manners a pleasure to be around. Plus his brother has made for a good coltfriend for her.

Thunderlane liked Sweetie Belle for his little brother, he's glad there's a filly that could make his brother feel confident in himself. Plus thanks to Rumble dating Sweetie Belle, he got to date Rarity.

One pony who's especially happy for Rumble is his best friend Dinky Do. Seeing him constantly crush on Sweetie Belle, and finally get her for a date and then seeing the two become a couple, she felt so proud for her friend. She wanted this so much for Rumble, because to her, he deserved that happiness. She's glad she could help make him as happy as he once made her.

Sweetie Belle's friends have also shown their appreciation. Scootaloo, despite once having a crush on Rumble and hoping herself to date him, is glad the two are together. He at least treats her with affection and is always nice to be around.

Apple Bloom hoped to help Scootaloo could get together with Rumble, even did her best to make sure it happened, though it ultimately didn't. It's led to some problems but they've since been worked out, now she's just happy to have Rumble as a friend.

Tender Taps is very happy for the two. Despite at first hoping to help Scootaloo get Rumble as a coltfriend, he's grown to see that Rumble and Sweetie Belle are better suited for each other. He's glad they're both dating, they seem so happy together.

Princess Twilight herself has stated that Rumble and Sweetie Belle make for a cute couple, she's glad their relationship began in her castle. Now she wants to watch it grow and blossom into something beautiful.

One day the foals had gone to Twilight's castle, Sweetie Belle and Dinky had magic lessons with the Princess, the other foals would come by for support.

Sweetie Belle seemed to have a little more talent than Dinky as far as magic went, not that the other unicorn had that much trouble, but Sweetie Belle seemed to progress a little bit faster, something that didn't go unnoticed by her coltfriend.

"Wow, Sweetie Belle is doing so great," Rumble said proudly.

Apple Bloom nodded in agreement, "She's pretty amazing, helps that her sister's also really good at magic, not Twilight's level but very decent. I'm sure she probably taught Sweetie Belle a thing or two."

"Times like this I wish I could have Twilight as a teacher," Tender Taps said. "But I can't do magic, I'm not a Unicorn after all."

"Maybe you can teach her how to dance," Scootaloo said and whispered. "I heard from Rainbow Dash that she's a horrible dancer."

"She can't be that bad," Tender Taps insisted.

Twilight continued her teaching, trying to teach the fillies how to teleport objects, "Focus on what you want to transport and focus on where you want it to go."

The two fillies didn't have too much trouble grabbing the object, but actually moving it instantly is where the problem was. Sweetie Belle did have some moments of teleporting, but only be a few inches. Dinky however had a tendency to throw it rather than teleport it.

"This is harder than I thought it would be," Dinky said while rubbing the side of her head.

"Tell me about it, Twilight makes this look so easy," Sweetie Belle said.

"And that took practice, I didn't learn teleportation overnight after all, don't worry on how long it takes," Twilight said.

"Well Sweetie Belle's doing a lot better than I am," Dinky said, then turned to the snow fur filly. "You seem to at least be able to move it a few inches, how did you pull that off?"

"Not sure, I just focused really hard, not hard enough to send it where I want it to go unfortunately," Sweetie Belle said.

"You're both doing great, I'm proud of both your progress," Twilight said.

Dinky looked down in shame, "You're just being nice right now, I barely made any progress."

Twilight pitied Dinky a little, she rubbed the young filly's mane to cheer her up. "Listen, it takes time, don't feel like you have to understand this right away, alright?"

"Yeah, you at least can grab objects a little better than I can, you've lifted heavier things than I could," Sweetie Belle said.

"She's strong enough to lift up ponies after all, small ones at least," Apple Bloom said.

Dinky blushed a little at that, remembering the time she has done something like that.

"You each have your own strengths, focus on those," Twilight encouraged.

The two young fillies nodded at Twilight's words.

"Right, thanks Twilight," Sweetie Belle said.

"Yeah, thanks for your encouragement," Dinky said.

Twilight waved it off, "It's no trouble, now for your net lesson-"

"Twilight!" Starlight said, entering the room. "Come quick, it's the Cutie Map."

"Huh? The Cutie Map?" Twilight asked, then checked her flank, noticing that the cutie mark was acting funny. "Oh, I didn't even notice that," She focused her attention on Starlight. "Did you happen to see who else's Cutie Marks were on the table?"

"Oh, I didn't notice that, I just saw the table glowing," Starlight said.

"Right, I guess there's a friendship problem, I'll go check it out," Twilight said, then looked to the foals. "Sorry, I guess that's the end of today's lesson."

"Aw, I was hoping to improve my magic a bit more," Dinky said.

"I'm sorry, it's gonna have to wait, unless," Twilight turned to Starlight. "Hey, do you think you could teach them?"

"Who me?" Starlight asked. "I'm not much of a teacher, besides Sunburst would be more fit to be a teacher than I would."

"Sunburst is all the way in The Crystal Empire, besides you're very talented, your magic's strong enough to rival my own, and you're not even an Alicorn," Twilight said.

"If that's true, does that mean once she becomes an Alicorn Princess, she might be much stronger? Maybe stronger than you?" Rumble asked.

Twilight shrugged, "Most likely."

Starlight blushed, "You're just being nice right now, there's no way I could match your strength."

"Don't doubt yourself Starlight, you have very high potential" Twilight said.

Rumble eagerly approached Starlight, "I bet you'd make an awesome Alicorn Princess, you'd be the strongest mare in Equestria!"

Starlight shook her head, "No way, besides there's still Princess Celestia and Princess Luna."

"Don't forget Princess Cadance," Sweetie Belle said.

"I'm pretty sure Twilight's probably stronger," Tender Taps said.

"Yeah, she fought Tirek by herself, she's really is strong," Scootaloo said.

"That wasn't all by myself actually," Twilight said with a blush.

"But I heard that Starlight saved Equestria from Queen Chrysalis, so she must be strong too," Rumble said.

"That I also had help with, if it weren't for Trixie, Discord and Thorax I don't think I would have made it as far as I did," Starlight said.

"Still, you had friends, you used the Magic of Friendship, the strongest magic around, that makes you strong too Starlight," Rumble said.

Starlight giggled, "Rumble, you're flattering me too much."

"Yeah, the only mare you should be constantly flattering is me," Sweetie Belle playfully warned.

Rumble blushed a little, "Right, sorry Sweetie Belle. I bet you could make an awesome Alicorn Princess yourself, you're already a Princess to me after all."

Sweetie Belle blushed at his kind words, "Much better, but thank you so much my handsome knight."

Rumble blushed at the compliment, even more so when Sweetie Belle went to kiss him, with the other ponies aweing at that.

"Cute, anyway what about Cadance's daughter Flurry Heart, how strong do you think she is?" Apple Bloom asked.

"Flurry Heart has a lot of potential, it's a bit early to tell how strong she might get," Twilight said.

"Maybe she'll be the strongest one? She has more time to practice being an Alicorn after all," Scootaloo said.

"That's a strong possibility," Twilight said, then heard Spike call out to her.

"Twilight, hurry up, the table's glowing," Spike said.

Twilight blushed a bit, "Oh right, I completely forgot about that." She turned to Starlight, "Anyway maybe at least try? I'm sure they don't mind."

Starlight looked to the foals, a little unsure but decided to give it a chance, "Alright."

Twilight did a squee smile upon hearing that, "Great, anyway I'm off."

As Twilight trotted into the room, Spike took this time to speak. "You know, I'm pretty strong myself, I helped defeat King Sombra."

"We know Spike, and we also know that The Crystal Empire loves you for that," Apple Bloom said, playfully annoyed.

"Yeah, though it can be overwhelming. But that's how it is when you're a hero," Spike said, confidently walking off.

Starlight stepped forward, looking a little unsure. "Alright, um what was Twilight teaching you girls?"

"Well she just finished teaching us about teleporting, I'm not sure what she was gonna try next," Sweetie Belle said.

"How about something you'd like to teach us, are there any tricks you can do?" Dinky asked.

Starlight tapped her chin, looking a little unsure. "I'm not too sure, did you try...levitation?"

Sweetie Belle looked confused, "Huh?"

"We already know that," Dinky said.

"Oh, makes sense, um...I could teach you about...hm, what else is there? I could teach you a spell to make a pony talk more," Starlight said.

"Like what you once did to mah brother?" Apple Bloom asked.

Starlight blushed, "Yeah...Applejack wasn't too happy about that."

"No kidding, though ah found it kinda funny," Apple Bloom said.

"Anyway I don't see how something like that would be interesting," Dinky said.

Starlight began to think again, "Um...spells to change Cutie Marks?"

Sweetie Belle looked to hers, "I like my Cutie Mark the way it is...unless you can teach me how to give a pony their mark, I'd love to help Rumble with his."

"Aw, you're so thoughtful," Rumble said.

"That's impossible though Sweetie Belle, Twilight said so herself," Apple Bloom said.

Starlight thought a moment, "Hm...I'm running out of ideas."

"Oh, I know, how about to use magic to fight enemies! That way if Equestria is in danger again, me and Sweetie Belle will be able to fight the enemies off!" Dinky said.

Sweetie Belle looked unsure, "I don't think I wanna learn that, I'm not much for fighting."

"Don't you wanna be prepared if an enemy shows up? We could get attacked any time, we need to be ready!" Dinky said.

Starlight shook her head, "I don't think it's a good idea to teach you girls about fighting, not yet at least. You're all pretty young, so you're not expected to learn how to fight."

Dinky groaned, "But that would be so great to know, I wanna be able to protect the ponies I love, like Derpy and Rumble."

"Hey if something happens, Rumble will be busy protecting me," Sweetie Belle turned to her coltfriend. "Right Rumble?"

"Of course, I won't let anything happen to you," Rumble said with a determined look.

"Aw, that's why you're my handsome knight Rumble," Sweetie Belle said.

"And you're my beautiful princess Sweetie Belle," Rumble said.

"Wow, you two are really lovey-dovey fer each other," Apple Bloom said with a smug smile.

Dinky didn't care much for Sweetie Belle's response, it seems that lately she's been too overconfident in having a coltfriend, and it doesn't help that Rumble always treats her like the Princess he tells her she is.

"Look, it's not the best idea to learn how to fight right now, besides I don't think your sisters would want me teaching you stuff like that," Starlight said.

"I guess your right, Rarity wouldn't want me learning that type of magic," Sweetie Belle said.

Dinky nodded, "Same with Amethyst, still wanted to learn to fight though."

"Maybe I'll ask Twilight for suggestions when she's done at the Cutie Map table, though she'll have to wait for whoever will-" Starlight was interrupted when a bunch of knocks were heard on the door. "Who could that be?" The knocks increased in speed and strength, much to Starlight's annoyance. "Somepony's impatient."

Starlight answered the door and to her surprise, all of the other Elements were there, each with glowing cutie marks.

"Wow, all of you as well?" Starlight asked.

"It's been a while since all our marks were glowing at once," Applejack said.

"It must be something big!" Rainbow Dash said.

"Super, DUPER big!" Pinkie said, spreading her forelegs out for emphasis.

"Well Twilight's waiting at the Cutie Map, I'm sure she'll be surprised to see all of you," Starlight said.

"Ah bet she will," Applejack said and turned to her friends. "Come on ya'll."

All of the ponies followed Applejack towards where the Cutie Map table, passing by the foals in the progress.

"Wow, everypony here," Tender Taps said.

"You all going to see the Cutie Map?" Dinky asked.

"Sure are, must be something pretty big," Applejack said.

"Where do you think the map will take you?" Apple Bloom asked.

Applejack shrugged, "Not sure honestly, could be anywhere."

"Well hopefully it's nothing too bad, and it won't be dangerous," Rumble said.

Rainbow Dash scoffed, "Danger, please, I live for danger, I can handle danger anytime, right Scoots?"

"Right Dash," Scootaloo said.

Rumble furrowed his brow, "Still, try to avoid it, I'd hate to see any of you get hurt."

"Don't you worry little Rumble," Rarity said, trotting over to ruffle his mane. "I'll keep Rainbow Dash's excitement to a minimum."

Rumble smiled up at his marefriend's older sister, "Ok Rarity."

"Starlight! Who was at the-" Spike was saying as he entered the room, then saw all the ponies. "There you all are, come on Twilight's waiting."

"Be there shortly Spike," Rarity said, then looked back to Rumble. "If I have to leave for quite a bit, do keep my sister company, she loves being around you very much."

Rumble blushed, "That wouldn't be any trouble at all."

"I'm sure it wouldn't," Rarity said, then turned to Sweetie Belle. "Are your lessons going well?"

"Yeah, I'm learning now to teleport items," Sweetie Belle said.

"They were, but then Twilight had to go to the map so Starlight was teaching them," Rumble said.

"Not so easily, I'm not the best teacher unfortunately," Starlight admitted.

"You don't know that," Tender Taps said. "You just need to think of an idea, then go from there. I bet you're a great teacher Starlight."

Starlight blushed a little, "You're too sweet Tender Taps. In fact all you foals are really nice and sweet, I'm thankful for all of your kindness."

Spike then called out from the other room, "Hurry up! Twilight's getting impatient...and a little weird!" Suddenly a clonk was heard. "OW! Well you are!"

"Let's hurry girls," Applejack said and led the others to the Cutie Map room, leaving Starlight with the foals.

"So...any other suggestions?" Starlight asked.

The foals looked to each other and shrugged, none of them having any idea of what to do next.

"Let's just find something else to do, you can try teaching them another time," Apple Bloom suggested.

Starlight reluctantly nodded, "I guess so."

Apple Bloom gestured for the others to follow, "Come on, let's see what new books Twilight has."

The others eagerly followed Apple Bloom, leaving Starlight alone to think for a moment.

"I hope I can be a good enough teacher someday." With that Starlight also followed where Apple Bloom and the foals went.


	2. Complications

The next day the foals were gathered in front of the Castle of Friendship. The Mane 6 were about to leave on a journey, the Cutie Map had called them to the Changeling Hive.

"This is so exciting, our sisters and friends are going on another adventure!" Apple Bloom said.

"To the Changeling Hive too," Scootaloo said.

"It's a good thing they're our friends now, but what kind of Friendship trouble could they be having?" Sweetie Belle asked.

"Maybe they're trying to learn about Friendship? Or more of it?" Tender Taps asked.

"Could be, ah mean King Thorax has somewhat of an idea thanks to Spike, but it couldn't hurt fer then to have a little more help, especially from ponies who are great at friendship" Apple Bloom said.

"Yeah, I'm sure whatever it is, Dash and the others can figure it out," Scootaloo said.

"They're the smartest ponies when it comes to friendship after all," Rumble said.

All the foals nodded in agreement as the Mane 6 came outside, ready to go on an Adventure.

"Alright girls, you all ready?" Twilight asked.

"Sure are Twi, I'm ready to do this," Applejack said.

"I'm ready too, though I am a bit concerned that all of us are needed for this," Rarity admitted.

"I'm sure whatever it is, it won't be so bad, Changelings are just new to friendship after all," Fluttershy said.

"Right, and it's our duty to teach them all we can," Twilight said.

Sweetie Belle trotted over to her older sister, "Good luck out there Rarity, and be careful."

"I will Sweetie Belle, don't you worry," Rarity said, then looked to Rumble. "Besides you have somepony to keep you company."

Rumble nodded to Rarity, "I promise to be with her when she needs me."

"I trust you to take good care of my sister while I'm off, of course our parents are also around, when they're not busy, but I'm sure you'll take great care of her," Rarity said.

"You bet," Rumble said with a grin. "I will protect my Princess."

The other mares giggled a little at that, Rumble's knightly attitude toward Sweetie Belle is very adorable.

"I'm so glad my sister has somepony like you around," Rarity said, kissing Rumble on the head, causing a small blush from him.

"It's no big deal really," Rumble said, shyly kicking the ground, getting more of a giggle from the mares.

Apple Bloom trotted toward Applejack, "Be safe out there sis."

"We'll be fine, doubt there's too much trouble fer us," Applejack said.

"I'm sure you'll do fine," Apple Bloom said.

Applejack leaned in to speak low, "And if you should happen to finally date Tender Taps, let me know everything that happened."

Apple Bloom blushed, "Fer the last time sis, ah don't think he's interested, not anymore. After that chaos with Rumble, Sweetie Belle and Scootaloo, ah may have messed up any chance ah had of being with him."

"Don't give up just yet," Applejack insisted. "Maybe he'll return the feelings, maybe he'll go fer another filly, but you gotta at least try."

Apple Bloom nodded, "Right."

Scootaloo trotted to Rainbow Dash, "This may just be a friendship thing, but if it gets rough, I hope you kick a lot of butt."

"Yeah, I will," Rainbow Dash said, then gestured over to Tender Taps as she spoke low. "By the way, how's your relationship with him? Still just friends?"

Scootaloo blushed a little, "Um, for now. Despite what happened, I don't think he likes me that way, I'm not sure about my true feelings myself." She slightly glanced towards Rumble, "I hope I can figure things out soon though."

"Keep at it kid, though I think Tender Taps is a good kid for you," Rainbow Dash said. "Just keep trying until he likes you. Even if he ends up liking another filly, don't give up without trying your best."

Scootaloo nodded, "Sure thing Rainbow Dash."

Dinky and Tender Taps both approached Twilight.

"Good luck Princess, and I promise to practice my lessons," Dinky said.

"I'm sure you will, I'll resume everything once I've returned, but I do ask that you give Starlight a chance," Twilight said.

"Yes Princess Twilight," Dinky said.

Tender Taps spoke next, "I'm sure you'll do a great job on the mission Princess. I bet with your smarts and powers, you'll be done in no time."

"Aw, that's why you're one of my favorites Tender Taps," Twilight said and kissed his forehead.

Tender Taps backed away a little with a blush, "Come on Twilight, that's embarrassing and awkward."

"I know," Twilight said, getting an annoyed glare from Tender Taps.

"Why must you be so pretty? Makes it hard to be mad at you," Tender Taps complained.

"Why? It's not that hard sometimes," Spike said, coming out of the castle. "Though in my experience, I can't stay mad long, I do love Twilight very much, even if she can be a bit of a pain."

Twilight playfully rolled her eyes, "I love you as well Spike, even if you can be a pain yourself."

"Anyway we should get going if we wanna get to the Hive soon," Spike said.

Dinky looked surprised, "Wait, you're going too Spike?"

"Of course, Thorax is my friend, of course I'm gonna help him out," Spike said.

"That's really nice of ya Spike," Apple Bloom said.

Starlight also came outside, looking a bit worried. "So I'm here by myself? You sure you don't need me to come along?"

"We'll be fine Starlight, this could be your chance to bond with the foals while we're gone," Twilight said.

"Maybe Trixie can keep you company, is she around?" Fluttershy asked.

"Not right now, I think she went to do a performance somewhere," Starlight said.

"She'll be back soon then, once her first act fails," Rainbow Dash joked.

Starlight glared at the brash Pegasus, "Please don't say something like that, Trixie's a great friend, she was the first pony I could really relate to."

"Just be careful, I thought I had a good friend in Lightning Dust, and I'm sure you heard about how that turned out," Rainbow Dash said.

Twilight sighed, "Let's not get into this right now. Anyway Starlight we'll be gone for a few days, try your best as their teacher, I believe in your abilities."

"Aw, thanks Twilight," Starlight said with a cheerful smile.

Twilight nodded as she walked off with her friends to the train station. "See you in a few days!"

"Stay out of trouble Apple Bloom!" Applejack said.

"You too Sweetie Belle! Thunderlane might come by to check on you as well!" Rarity said.

As they all left, Dinky turned to Sweetie Belle a bit confused. "Don't your parents live in Ponyville?"

"They're usually very busy, sometimes they travel, actually they travel a lot," Sweetie Belle said. "Plus they want to make sure I bond with Rarity, they think it's good for both of us."

"I spend a lot of my time with Thunderlane, so I can get what your parents are saying," Rumble said.

Dinky nodded, "It's nice that you bond so well with your sister, me and my sister get along just great as well."

"You're all lucky to have a sibling to bond with, I wish I had a sibling myself," Tender Taps said.

"You can do like I did, I look up to Rainbow Dash as a sister, find a pony you can look up to as a big brother or sister," Scootaloo said.

"I'd like to do that with Princess Twilight, but she already has Spike for a little brother," Tender Taps said.

"Hey Spike's pretty much grown up, I'm sure Twilight would love another little brother," Apple Bloom said.

"Or, maybe I can be your big sister Tender Taps," Starlight suggested.

Tender Taps looked surprised at what he heard as he turned to the older Unicorn, "Really? You'd do that? I mean you don't have to."

"Nonsense," Starlight said, approaching Tender Taps and pulling him into a slight hug. "I'd love to have a little brother, so if you need a big sister, that's what I'm here for."

Tender Taps wasn't sure what to think, he did feel flattered that Starlight wanted to be his big sister, she's an apprentice to his favorite Princess after all. But he also felt a bit worried at how to be a good younger brother.

"That's really cute, now we all have older siblings," Apple Bloom said.

Tender Taps looked up at Starlight, "I'm really flattered, thanks. But what does it mean for you to be like my older sister?"

Starlight was about to answer, then realized she didn't know how to. "Um...well I guess it means we spend a lot of time together...and we do fun things together...and we like to talk to each other...that's about all I know."

"I guess we can figure it out together," Tender Taps said.

Starlight ruffled his mane, "I'd like that."

Sweetie Belle got their attention, "Anyway Starlight, are you gonna teach us anything today?"

Starlight tapped her chin, "I'm really not sure what to teach you, like I said I'm not much of a teacher."

"Isn't there anything you know?" Apple Bloom asked.

"Um...I can at least help you with levitation and transporting items like Twilight does," Starlight said.

Dinky nodded, "That's fine, I still need to practice the transporting thing."

"Great, follow me into the castle," Starlight said, gesturing the others to join her, taking them into the castle.

Tender Taps walked close to Starlight, considering she was now his big sister, he wanted to spend some extra time with her. Starlight noticed this, she felt flattered by it as well, loving how sweet Tender Taps was being.

Both Apple Bloom and Scootaloo focused closely on Tender Taps, no secret that both fillies have a thing for the young colt.

Apple Bloom has always liked Tender Taps, she hadn't really realized it until very recently, especially around the time Scootaloo started to like him. She shouldn't have been so focused on the relationship of others.

Scootaloo herself finding the colt very charming, and probably what she really needed in a colt. She thought she liked Rumble because she believed she needed a sensitive colt to calm her tough attitude. But Tender Taps has that same sensitivity, and he actually likes her tough attitude.

Dinky herself focused on Tender Taps, she had to admit he's pretty handsome. She would say he's the most handsome colt she knows, well at least besides Rumble. She looked to her best friend, who was walking very closely next to Sweetie Belle. She at times still can't believe that Rumble got the filly he liked.

While she's happy for Rumble, the downside is that he spends more time with Sweetie Belle than he does with her, but she knew that would happen, at least for the first few weeks. Even so, despite her knowing that and how happy she is for Rumble, she does miss spending time with him. She should try to fix that.

They arrived in the room where Twilight usually teaches them magic, Starlight standing in the center while placing a long stick before them. "Alright girls, show me your abilities."

"I'll go first," Sweetie Belle said. She used her magic to grab the stick very easily and concentrated on teleporting the item.

"Visualize where you want it to go," Starlight instructed.

Sweetie Belle focused hard, trying to send the stick to the other side of the room. When she tried to do so, she instead only got it half-way across. "Aw man, not far enough."

"Still pretty good," Starlight said.

"Yeah, you're so amazing Sweetie Belle," Rumble said.

Sweetie blushed, "Aw, thanks Rumble."

"Try again Sweetie Belle," Starlight instructed. "Concentrate really hard."

Sweetie Belle nodded and went for a few more attempts. Each time she got closer and closer, but she still couldn't get it across the room, she even started to transport it less and less.

"Seriously! I can't even get it as far as I used to!" Sweetie Belle said.

"You're getting too frustrated, maybe go relax a bit," Starlight insisted.

Sweetie Belle nodded and went to sit right next to Rumble, the young Pegasus wrapping his wing around her and kissing her cheek a little. Sweetie Belle giggled and returned the kiss to his cheek.

Dinky took the moment to step forward and started lifting the item. Before doing anything she turned around, "Hey Rumble, watch me ok?"

Rumble was nuzzling Sweetie Belle a little, barely listening to his friend. "Huh?"

"Dinky's about to do the teleportation next," Apple Bloom said.

Rumble looked ahead, seeing Dinky with an eager smile and the stick levitating. "Oh, that's cool, good luck Dinky."

Dinky nodded and focused on the stick she was levitating, "Time to do this."

"Remember, concentrate on where you want it to go," Starlight instructed.

Dinky nodded and did her best to focus, hoping to do a better job. She tried concentrating and transporting the item, though struggling each time.

"You can do it Dinky, just keep trying," Starlight encouraged.

Dinky focused harder, hoping to prove herself. " _Come on Dinky, you can do this_."

Starlight eagerly watched to see if Dinky would be able to make the trick work. She felt bad, not sure if she should be saying more or doing something. She has a chance to be a teacher to these foals, but she's worried that she might mess up.

Dinky struggled hard, focusing intently until she finally got something. She was able to teleport the item, though only by a few inches. Still she managed to do it.

"You did it Dinky!" Starlight said, happy that the young Unicorn was able to move it a little bit.

"I did! I really did!" Dinky turned around, "Hey Rumble did you see-" Unfortunately for her, Rumble wasn't even watching, he was busy kissing Sweetie Belle. "Rumble!"

Rumble turned to see Dinky, "Huh?"

"You said you would watch! You missed me teleporting the stick!" Dinky shouted.

"Wait, you managed to teleport it?" Rumble asked.

"Only by a few inches, but it's still something," Starlight said.

Rumble's ears dropped, "Oh, I'm sorry Dinky, I guess I turned away a second."

Dinky groaned, she's still pretty annoyed but she can't stay mad at Rumble for long. "I'll try to do it again, but please watch Rumble, it would mean a lot if my best friend could see me do well."

Rumble nodded, "Sure thing, I'll keep watch this time, promise."

Dinky huffed as she turned back to the stick, attempting to transport it again. Starlight watched intently, hoping to see Dinky pull it off again.

Unfortunately Dinky wasn't able to repeat her success, it seems like she lost the motivation to try. After more failed attempts, she tossed the stick aside and trotted angrily back to the other ponies.

"Ok...well anything else you girls want to learn?" Starlight asked.

"Maybe we can learn how to change color on some things? I would love to make some things look prettier," Sweetie Belle said.

"Um, I guess we could try that, let me find a spell for it," Starlight said, pulling out a book.

As she searched, Rumble trotted over to Dinky. "Hey, I'm really sorry I missed you teleporting that stick before."

Dinky nodded, "Uh-huh."

Rumble rubbed his head, "I'm sure you'll do it again, you're really smart and talented Dinky."

Dinky nodded slowly, "Thanks...I guess."

Rumble sighed and sat beside her, "I know you're upset but-"

"No it's fine, really," Dinky said, putting on a fake smile. "I know you really like Sweetie Belle, so I'm not too mad, alright?"

Rumble didn't really believe that, he could tell when Dinky's faking, he's known her long enough. "Still, I'll try to watch next time, ok?"

Dinky nodded, "It's fine, really." Dinky stood up and trotted off. "I need to go relax a moment so I can get my concentration back."

"Ok," Rumble said, watching as Dinky trotted away.

Sweetie Belle herself trotted over to Rumble, "Where's Dinky going? The next lesson's gonna start soon."

Rumble shrugged, "I have no idea, she's upset about something though, I can tell."

Sweetie Belle looked unsure, then heard Starlight call, "Alright, I think I have something similar to what you wanted Sweetie Belle, but it's not exactly-" She looked around, "Where's Dinky."

"She left, she wants to relax a bit, that's all," Rumble said.

"Oh, that's understandable, learning magic can be really frustrating," Starlight said.

"Yeah, let's not bother her right now then," Apple Bloom suggested.

"Right, she probably needs to think about things, talk to her a bit later alright?" Starlight said.

Rumble nodded, "Ok." As the other ponies went back to the lesson, Rumble looked toward Dinky's direction. "I hope you're really alright Dinky."


	3. Confusing Emotions

Outside the room, Dinky is sitting by herself, feeling a bit moody about what happened. Rumble didn't mean to do anything wrong, she knows he didn't mean to upset her, but it still didn't relieve how unhappy she was.

But then again, maybe it's no really a big deal and she's just overreacting? Even id he didn't watch like he said he would, she knows that he gets easily distracted when it comes to Sweetie Belle, and he did try making up for it afterwards.

She looked inside the room and saw Sweetie Belle trying another trick, though this trick involved her trying to write something using her magic. She figures to just go back in there, no use missing out on a magic lesson just because she was slightly annoyed by what Rumble did.

Speaking of which, as she looked in the room, Rumble was barely paying attention to Sweetie Belle, instead looking a little confused. Dinky figures he probably feels terrible for missing her do that trick, she knows he doesn't like the idea of upsetting her. She figures she could go keep him company, besides she can't stay mad at him.

She trotted into the room and sat next to Rumble, getting his attention.

"Hey you're back," Rumble said, looking a bit happier.

"Yeah," Dinky said with a slight nod, then turned back to Sweetie Belle. "I didn't wanna miss the next lesson."

Rumble looked down a bit sadly, "Hey, I'm really sorry if I upset you before. I know you said you're not mad, but I know you well enough to realize when you're unhappy. I should have realized how big a deal it was for you to be able to teleport that stick a little, knowing how much trouble you had."

"It's nothing really, maybe I was a little upset but I know you didn't mean to make me feel that way," Dinky insisted. "But thanks for apologizing."

Rumble scratched his head in confusion, "Um, ok? Are you sure you're ok though?"

"Yeah, that's it, don't worry about it," Dinky said with a fake smile.

Rumble didn't look too convinced, he knows when Dinky is faking something, the problem is that he has almost no clue what to do. All Rumble could do is place his wing around Dinky in a slight hug, hoping she really is calmer than before, "Well as long as you're alright, but if something is bothering you, please tell me, I don't like seeing you unhappy."

Dinky nodded with a small but more genuine smile, she knows that Rumble cares a lot for her, even if he has less time for her lately. Though she should have expected that, she knew for so long that of course Rumble is gonna give more attention to Sweetie Belle.

But why does it still bother her?

Moments later it was time for Dinky to practice her magic with Starlight. She had to do the same thing that Sweetie Belle was doing and write on some paper with the magic of her horn.

"Wish me luck Rumble," Dinky said, then looked to him with pleading eyes. "And please watch, I need your support as well. You're my best friend after all."

"I won't let you down again," Rumble insisted.

Dinky nodded and approached the pen, lifting it up. She looked back to see if Rumble was watching. He was, though Sweetie Belle was nuzzling against him. Dinky sighed a bit, worrying there was a good chance Rumble might lose focus again, but she should expect that.

She really has no idea why this is bugging her, knowing she herself had told Rumble she was ok with him giving Sweetie Belle more attention. She's the one who did everything she could to get them together.

Was she regretting it?

Dinky shook her head, she can't think like that, where is this even coming from all of a sudden? She was fine with it before wasn't she?

"I'm about to start," Dinky said, in a way trying to remind Rumble to pay attention to her. Fortunately Rumble turned away from Sweetie Belle and focused on Dinky, much to her relief.

Dinky started to write on the paper, really carefully, trying to balance the pen, hoping not to make any mistakes. Her writing was a bit sloppy but she at least was able to get something in the paper.

"Wow, you're doing so great Dinky!" Starlight said.

Dinky turned slightly to see if Rumble was watching, though to her slight annoyance, he had turned away again, he was kissing Sweetie Belle's face a little. Though as if sensing her gaze, he quickly turned to her and gave a quick and somewhat nervous smile.

Dinky returned the smile, though she did feel a bit irritated, but at least he looked again. However she hadn't been concentrating on what she was doing, causing some trouble.

"Um, Dinky, the writing needs to stay on the paper," Starlight said, gesturing to the fact that Dinky was now writing on the floor.

Dinky quickly focused back on what she was doing and noticed her mistake. "Ah! Sorry about that!" Dinky then pulled the pen away. "I wasn't paying attention."

"That's fine, it's no big deal, but do try to focus, it's a key part of using magic," Starlight reminded.

"Yes Miss Glimmer," Dinky said.

Starlight blushed upon hearing that, "Um, just Starlight is fine, you don't need to be so formal."

"Is it me or do most grown ponies not like being called 'Mister' or 'Miss'?" Apple Bloom asked.

"True, Rarity tells me not to call her 'Miss Rarity'," Rumble said.

Tender Taps looked confused, "She doesn't correct me when I say it sometimes."

"Rumble is dating her sister after all," Sweetie Belle said as she gestured to herself.

Tender Taps groaned, then felt Scootaloo place her hoof around him, "You won't have to worry about that with Rainbow Dash, she's not that formal."

Apple Bloom looked a bit jealous, so she moved in closer to Tender Taps, "Neither does mah sister."

"Good to know," Tender Taps said, feeling a little uneasy from their sudden attention, knowing this could get competitive.

Starlight placed two pieces of paper down on the floor, "Alright, now Sweetie Belle, come here a moment, I want to test something with the both of you.

Sweetie Belle and Dinky approached Starlight, both sitting down before the pieces of paper.

"What do you have in mind?" Sweetie Belle asked.

"You two are gonna do this at the same time, I'm gonna ask you to write out something so I can see how you two do side-by-side," Starlight said.

"Cool, now they're gonna race!" Scootaloo said.

"It's not really a race, just a comparison," Starlight said.

"So you're just gonna see how well they do at the same time?" Rumble asked.

"Exactly, and I want to state again that this is not a competition, I don't want either of you to feel inferior to one another," Starlight said.

"This would be a bit more fun to watch if it was a competition," Scootaloo said, earning a slight glare from her friends and Starlight.

"Not all things need to be competitive," Starlight said. "Anyway whenever you girls are ready."

Dinky and Sweetie Belle nodded and looked down at the paper.

"Good luck girls," Rumble cheered.

Sweetie Belle quickly trotted to Rumble gave him a nice kiss, leaving both in bliss. "Thanks, I do feel lucky now."

Dinky looked even more annoyed, so she trotted over to Rumble and gave him a nice hug, "Now I feel lucky too."

Sweetie Belle looked really surprised, and slightly jealous. Though Dinky is Rumble's best friend, even before they started dating so that should be normal. Still it did bug her a little.

Within moments both fillies stood in front of their paper with their pens floating from their magic. They slightly glared at each other, then the paper as they prepared to write.

"Alright, go," Starlight said.

The two fillies proceeded to write on the paper. They wrote random words, mostly whatever objects happen to be around them. Starlight observed them, comparing both their progress to each other as they continued their writing. From the looks of things, Dinky was doing slightly better than Sweetie Belle, not that the fancy Unicorn wasn't doing good in her own right.

The other foals just waited, though Scootaloo looked a bit bored. She wants to be supportive of her friends, but she's too energetic to sit still in one place.

After about five minutes, Starlight instructed the two fillies to stop. "That should do it." She looked over both of their papers, comparing the detail and the speed. "Alright, looks like Dinky has a slightly better speed."

"Alright!" Dinky shouted gleefully.

Sweetie Belle pouted, but cheered up when Starlight spoke again, "But Sweetie Belle, you're very neat with how you write, you especially wrote Rumble's name pretty well I should say."

Sweetie Belle looked relieved, "Thanks, Rumble always makes me feel more confident after all." Sweetie Belle turned to Rumble with an affectionate gaze, "I always feel more confident when I'm around him."

Rumble sheepishly blushed, "Thanks Sweetie Belle."

Dinky rolled her eyes, though couldn't blame Sweetie Belle for what she said, knowing those words were very true. Rumble has been the foal that's always helped her feel confident in herself.

"Mind if I see Sweetie Belle?" Rumble asked.

Sweetie Belle showed Rumble her paper with her magic writing. "How does it look?"

Rumble analyzed the paper, liking what he saw, "Wow, you're so amazing and talented Sweetie Belle! The way you write is beautiful, just like you are"

Sweetie Belle blushed madly, trying to hide her face with her hair. "Oh Rumble, you're just so sweet!"

Apple Bloom and Tender Taps giggled at Rumble's response while Scootaloo gagged.

"Hey Rumble, how did I do?" Dinky asked, showing her paper.

"Pretty good," Rumble said, short and simple, a bit too simple for Dinky's liking.

"Gee thanks," Dinky said, feeling somewhat annoyed.

"Alright I think that's enough for now, I'll have to come up with new lesson for the both of you," Starlight said.

"We appreciate what you're doing for us, thanks for being our teacher in place of Twilight," Sweetie Belle said.

Starlight rubbed her mane a bit, "It's no trouble, I'm glad I get to mentor such smart young fillies."

"Beautiful too," Rumble said.

Sweetie Belle blushed again, though Dinky started to feel confused. Did Rumble also call her beautiful? Or was he just too eager to compliment Sweetie Belle again?

"Rumble you flatter me too much, it's kinda embarrassing," Sweetie Belle said, bashfully turning away.

"Seriously you do flatter her a lot, it's so weird to be around," Apple Bloom said.

Rumble nervously chuckled, "Sorry about that, I can't really help it."

"Hey! You don't have anything to be sorry for!" Sweetie Belle shouted. "You are fully allowed to continue complimenting me for as long as you'd like, I am your princess after all, and you are my handsome knight."

Now it was Rumble who was blushing, "Well I love being your knight, you make me so happy."

Apple Bloom groaned, "Ok, enough with the mushy talk, it was cute at first, now it's just annoying."

Sweetie Belle huffed, "Don't be jealous, I bet if you found another pony to make you feel this way you'd be just as happy as I am."

Apple Bloom glared a bit, "Cool it Sweetie Belle."

"I myself can't really blame Rumble," Tender Taps said. "If I had a filly that I was dating, I would make her feel special as well, and I would love it if she were that sweet to me."

"I hope you find somepony soon Tender Taps, you really are a nice colt," Sweetie Belle said.

"I think so too," Rumble said. "You have a charm to you that I wish I had."

Tender Taps looked confused, "Huh? I do? I always thought you had a certain charm that I didn't have."

"I personally think you're like a young stallion, you're very mature and have a calm mind," Rumble said.

"I'm not that calm, personally I like how energetic you are when you're happy also not afraid to talk about your emotions," Tender Taps said.

"I can be pretty shy though, you've seen that for yourself," Rumble said.

"Everypony has something special about them, you two could probably learn from each other," Starlight said.

Apple Bloom nodded, "That's a great idea, maybe you two can bond a bit."

"It would help if I knew you had a friend to keep you company if I ever wanna do something with just Apple Bloom and Scootaloo," Sweetie Belle said.

Dinky glared at Sweetie Belle for that comment, "Hey! Did you forget that Rumble and I were already friends before he even met you!?"

Sweetie Belle blinked a bit, then had a giggle, "Oops, you're right, kinda forgot."

Dinky groaned at that, "Yeah, whatever."

Rumble trotted over to Dinky, getting her in a brief nuzzle. "Don't worry, I haven't forgotten you're my friend, you're still very special to me."

Dinky felt relief, she pulled Rumble into an affectionate hug, "You're special to me as well, I just hope neither of us forget that."

While the other ponies found that cute, Scootaloo again looked annoyed, "So much sappiness." She looked towards Tender Taps, still remembering what he had said a moment ago. Feeling curious she approached him, "Hey, Tender Taps. Before when you said you would like a filly to be sweet to you, what would you consider sweet?"

Tender Taps looked up in wonder, "Just being nice I guess, I mean I don't need a bunch of compliments, I just need to know she cares about me."

"Oh, ok then," Scootaloo said.

"Why do you ask?" Tender Taps asked, even if he already had somewhat of an idea.

"No reason," Scootaloo replied.

Tender Taps gave a stern yet gentle look, "Scootaloo, if you ever wanna try starting a relationship with me, I'll be willing. I know how you feel about me."

"Thing is, I'm not sure what I feel, I'm still trying to understand some emotions myself," Scootaloo said, quickly glancing toward Rumble.

Tender Taps folded his forelegs, "Alright, but remember, Apple Bloom might ask me as well, I don't wanna turn either of you down, but I do want to give both of you a chance. I'll let you figure it out."

"That's fine, you don't have to keep Apple Bloom waiting because of me," Scootaloo said.

Tender Taps nodded, "That's kind of you, and like I said, I want both of you to have a chance. I don't wanna have to pick, I don't have it in me to make that decision."

"Well you foals can get going, I'll of course be staying here and keeping this place tidy, or tidy as I can keep it," Starlight said.

"Aren't you gonna feel a bit lonely staying in this castle by yerself? You can always come over to mah farm if ya like, I'll ask Big Mac and Granny if it's alright," Apple Bloom said.

"Thanks, but I'll be fine," Starlight said. "Come by again tomorrow and we'll do more fun stuff."

Apple Bloom nodded, "Alright, but if ya chance yer mind, just come on down to Sweet Apple Acres."

"I'll do that, thanks," Starlight said.

One by one the foals started going home after saying 'bye' to Starlight, though on his way out, Tender Taps brought Starlight in for a hug.

"I'll be here as soon as I can, big sis," Tender Taps said.

Starlight returned his hug, "I look forward to that, little brother."

After that, Tender Taps had gone with his friends as they each made their way home, Starlight watching them all leave. She hopes she can be the best teacher she can be to them, and a good pony for them to look up to. Especially considering how much Twilight already values them.

Starlight can potentially create a new harmony of friends.


	4. Friendly Chats

The following day, Tender Taps is seen trotting towards the Friendship Castle, very eager to see Starlight again, the mare who made him her little brother. He did wonder what made him her little brother though, even if they're friendly to each other, he feels like something's missing.

On the way there he was joined by Sweetie Belle and Rumble, both also on the way to Twilight's castle.

"Hey Tender Taps, ready to see Starlight again?" Sweetie Belle asked.

"I could also ask you, after all you're the one that's gonna practice magic with her," Tender Taps reminded.

"Yeah, I wonder what she has planned for me this time?" Sweetie Belle wondered. She started grinning at the possibilities, "I bet it's something great."

"I hope so," Rumble said. "Maybe she'll feel more confident as a teacher, plus I'm sure Twilight would like to see her achieve that as well."

"Also Tender Taps, are you two gonna do brother-sister things with Starlight?" Sweetie Belle asked.

Tender Taps looked unsure, "What do brothers and sisters do? I've been wondering that for a while."

"Well..." Sweetie Belle started, then paused a moment. "Um, not too sure, my sister and I like to do fashion stuff together, but I'm not sure either of you do stuff like that."

"Me and my older brother like to fly around, but neither of you two can fly...well Starlight can but she uses magic, which you can't do" Rumble said.

"What about you and Flitter? Or Cloudchaser? They're like your older sisters," Tender Taps said.

"Flitter is a motherly type sister, that might be a little different. Cloudchaser also likes to fly around with me so once again, same problem," Rumble explained.

"I guess it's about what you both have in common," Sweetie Belle said. "But what do you have in common?"

"What we have in common? Um..." Tender Taps thought hard about it, trying to figure out what he knows about Starlight, though as he did so, he realized something a bit troubling. "Actually, I don't know that much about her."

"Well none of us do I guess, we just know she came from some village where she wanted ponies to be equals," Sweetie Belle said. "She tried making friends with all of Twilight's friends, but that didn't work out so well. Probably why I never really got a chance to know her."

"This is a good opportunity then," Rumble said. "We'll all be friends with Starlight."

"Right, anyway let's hurry, I don't wanna keep Starlight waiting, and I'm sure the others will be there soon," Tender Taps said.

Sweetie Belle let out a slight groan, "Right, the others. I sure can't wait for them to tell me to stop being all lovey-dovey with my coltfriend."

"Don't let that stop you, I think it's cute," Tender Taps said.

"Maybe they should get coltfriends of their own, keep their minds off of Rumble," Sweetie Belle complained. "Part of me feels like they're jealous, especially Scootaloo."

"Why Scootaloo?" Rumble asked.

"She used to have a crush on you remember? I know she's ok with us dating but sometimes I wonder if she's really ok with it or somewhat bitter over everything still," Sweetie Belle said.

"I'm sure she's over me by now, she's your friend, she won't let something like that cause problems," Rumble said.

"Besides if she's gonna be bitter about anything it'll be the fact that you did kinda get her hopes up about dating Rumble only for you to decide you want him for yourself," Tender Taps reminded. Moments later he found himself under Sweetie Belle's angry glare as well as a pitiful glare from Rumble. "What?"

"Weren't you the one telling Apple Bloom to forget about the plan!? And telling Scootaloo to move on!?" Sweetie Belle asked.

Tender Taps blushed a little, "Right, I probably shouldn't have said it like that."

Sweetie Belle huffed, "I even asked Rumble, he didn't like Scootaloo that way and he already had a crush on me, all I did was return his feelings, the ones he already had for me."

"I do feel bad, I wish I knew sooner that Scootaloo liked me, of course I don't think I would have made her my marefriend but it would have been easier if I told her so she didn't feel like Sweetie Belle tricked her, not saying she did but that could have gone better," Rumble said.

"I'm sure she's over it, if she wasn't, she probably wouldn't have kissed me," Tender Taps said.

"That was almost right away though, I really don't think that counts too much," Sweetie Belle said.

"Still, maybe you and Scootaloo can try to be a couple, I'm sure that will make her happy," Rumble said.

"The problem is that Apple Bloom probably likes me too, I wanna make sure I know which one to pick," Tender Taps said. "Sweetie Belle, you're their best friend, who should I date? Should I just wait for one to ask?"

Sweetie Belle shrugged a bit, "I can't pick between them, I think both are good for you. I've been telling Apple Bloom to confess her feelings for you because I think you two can get along so great. She helped you out big time with your Cutie Mark and I know you two like to practice dancing. But Scootaloo also seems like a good choice, in a way you're both very active ponies, and something about you brings out Scootaloo's more sensitive side," Sweetie Belle said.

Tender Taps sighed and turned to the colt beside him, "What do you think I should do Rumble? Which one should I be dating?"

"Date both," Rumble plainly said.

Tender Taps looked unsure, "Both? What do you mean both?"

"Yeah Rumble, what do you mean both!?" Sweetie Belle asked, looking a bit annoyed.

Rumble looked away nervously, hoping to avoid his marefriend's angry gaze. "What I mean is try dating both, and whoever looks more fun to be around, that's who your marefriend should be."

"Oh...good idea!" Tender Taps said. "For a moment, I thought you suggested I have two marefriends."

"My brother tried that once, those mares were not happy," Rumble said.

Sweetie Belle maintained her angry glare, "I hope you don't get those kind of funny ideas."

Rumble shook his head nervously, "You're more than enough for me Sweetie Belle, no other mare has my attention. You're my sweet little Princess."

"Yes, you're only sweet little Princess," Sweetie Belle said.

Tender Taps felt a little awkward being around this, fortunately he noticed the castle up ahead. "There it is, let's hurry!"

The three foals rushed toward the castle, knocking once they arrived at the front door. The door opened a few moments later, the three foals were greeted by Starlight.

"Oh good, you three came as well."

"As well? Did the others come too?" Sweetie Belle asked.

"Yes, Apple Bloom and Scootaloo arrived a few minutes ago," Starlight explained. "They're waiting inside."

"Cool, lets go guys," Sweetie Belle said, leading the two foals inside.

As the foals went in, Tender Taps was suddenly pulled into a hug by Starlight.

"Oh, Starlight, hehe, this is a nice surprise," Tender Taps said nervously.

"Yeah, I wanted to be more like a sister, so I figured this was the best way to do so," Starlight explained, letting go a moment afterwards.

Sweetie Belle chuckled a little, "That's cute, but try not to force it, otherwise it won't work."

"Not sure, Flitter likes to hug me with almost no warning, maybe that is the correct thing to do," Rumble said.

"Still, don't do things just because you think that's how it should be done, just do it out of love," Sweetie Belle said.

"Right, out of love, I'll try that," Starlight said.

"Let's go meet with the others, I'm sure they're waiting," Tender Taps said, still blushing a little.

As they walked to the other room, they saw Apple Bloom and Scootaloo sitting out, looking a bit bored.

"Girls, your friends are here," Starlight said, gesturing to the three foals.

Just like that, the foals leapt to their hooves in excitement.

"Finally, we've been waiting forever!" Scootaloo said.

"It hasn't been that long Scootaloo, don't over exaggerate," Apple Bloom said.

Scootaloo rolled her eyes, "Still, we're all here at least."

"Actually," Rumble started saying, "Dinky isn't here yet."

"She should be here soon, hopefully," Starlight said.

Not too long later, there was a knock on the door.

"Oh, think that might be here?" Apple Bloom asked.

"Possibly, I'll go get it," Starlight said, making her way to the door. She opened it and saw Dinky waiting on the other side, though she looked a little displeased.

"Oh, hello Dinky, um is something troubling you?" Starlight asked.

Dinky shook her head, "It's nothing, don't worry about it."

"Alright, if you say so," Starlight said, not totally convinced. "The others are waiting in the other room, let's get going."

"Sure," Dinky said, following Starlight. The two entered the next room where the other foals were sitting. Rumble was the first to notice Dinky and acknowledge her.

"Hey Dinky, you made it!" Dinky furrowed her eyebrows a bit at the young Pegasus, causing him some confusion. "Um, Dinky? What's wrong?"

"Nothing..." Dinky said, walking over to take a seat.

Starlight again felt there was something a little unusual with the Unicorn filly. "Anyway time for us to get started on today's lesson. I looked through some of Twilight's books and found some great ideas for other spells I can teach you."

"Any good ones so if there's a battle?" Sweetie Belle asked. "Maybe we can help save the world like our sisters."

Starlight shook her head, "I still don't think it would be a good idea for me to teach you something like that just yet."

Sweetie Belle groaned, "Come on...suppose another monster shows up? Or if Chrysalis comes back! Or Discord!"

"Discord?" Rumble said. "He's on our side, didn't he help Starlight, Trixie and Thorax before?"

"I still don't trust him, he's Chaos after all," Sweetie Belle said.

"Come on now, Discord isn't that bad, he's really nice once you get to know him," Starlight said. "Anyway you don't need to worry about that right now, besides I don't think Rarity would like it if I taught you how to fight."

Sweetie Belle groaned, "Fine, whatever you say Starlight."

Scootaloo shook her head in disappointment, "Too bad, would have been a little more entertaining to watch."

"Scootaloo there are other things you may do, you don't need to stay and watch if you don't feel like doing so," Starlight reminded.

"But if I don't, Sweetie Belle will complain," Scootaloo said.

Sweetie Belle glared slightly, "Don't let me keep you here, you can leave if you want, I still have Rumble."

"Actually Sweetie Belle," Rumble said. "I was hoping I could take this time to talk with Tender Taps, if you're ok with that at least."

Sweetie Belle looked almost surprised, "You wanna talk with Tender Taps? Is it about what we talked about on the way here?"

"Sorta, I just need to ask him some stuff, and I'm sure he would like to ask me as well," Rumble said. "Well, I think he might."

Sweetie Belle focused on Tender Taps, "Is that true? Do you need to talk to him about some stuff?"

Tender Taps shrugged, "I guess, though if you want him to stay then that's fine."

"No that's fine, I think it's nice that you would be helping each other," Sweetie Belle said.

Rumble nodded and turned to Tender Taps, gesturing him to follow, "Well let's get going then."

Tender Taps nodded and followed Rumble to the other room, leaving the others a little confused.

"Um, what do they need to talk about?" Apple Bloom asked.

"I think he wants to know about dating and stuff, but I think it's good to just let them be on their own, it's good for Rumble to spend time with another colt. They can talk about more...boyish stuff," Sweetie Belle said.

"What boyish stuff? You said yourself they're not that boyish, even I know more boyish stuff than they do," Scootaloo said.

Sweetie Belle glared slightly, "Don't bring up that old stuff, I changed my mind about the boyish stuff, Rumble is very boyish. He's just a little more sensitive, but he's plenty boyish and I'm sure Tender Taps is too."

"Let's not use terms like 'boyish', Rumble and Tender Taps are just ponies like us, they have their own interests that doesn't necessarily have to do with whether they're boys or girls," Starlight reminded.

"Besides, Scootaloo, Rumble has many boyish qualities, he just never really showed them because he wasn't that confident in himself," Dinky said, then muttered. "Though it seems like Sweetie Belle has done a fine job of fixing that, too bad he barely shows anypony else."

Starlight sighed a little, "Come on, let's get back to what we were gonna do, as for Apple Bloom and Scootaloo, you may do whatever you please, just try not to cause too much trouble."

The two fillies groaned at that, does everypony think they cause trouble.

In the other room, Rumble is sitting on a couch, right next to Tender Taps. "Ok, so talk with me a bit, what exactly do you want to know?"

"For one, how do you know when you like somepony?" Tender Taps asked.

"When you like them?" Rumble asked.

"Yeah, how do you know if it's just a crush or actual love?" Tender Taps asked.

"From my personal experience, it starts off as a crush before it becomes romantic," Rumble said. "I wasn't in love with Sweetie Belle the moment I saw her, I just found her cute, and the more I've seen of her, the more I wanted to be around her. I didn't feel like I really started to love her until I started dating her."

"So, it's better to just date them and find out?" Tender Taps asked.

"Yeah, it's that simple, especially for you. I mean I know you're deciding if you like Apple Bloom or Scootaloo, and it's pretty obvious they're interested in you, so I say take a chance and ask both out. From there decide who's a better marefriend and try to make it work," Rumble said.

"I don't know, I don't think I have it in me to really ask either of them out," Tender Taps said.

"Don't give me that, I know I couldn't ask out Sweetie Belle as well as I would have liked, but that was mainly because I barely knew her, and I really didn't feel confident enough. You know both of them and you're much more confident than I am," Rumble said.

"I'm not that confident, remember what I said once, I was too shy to dance in front of others," Tender Taps said.

"But you got over that, so you can do this too. Plus I know you were the one trying to tell Apple Bloom that me and Sweetie Belle should have stayed dating, so you can be assertive when you want. If the situation was reversed I don't think I could have done that," Rumble realized something. "I don't think I really got to thank you for that though."

"Thank me?" Tender Taps asked. "For what? I barely did anything."

"You tried to, Sweetie Belle told me how you basically nudged her towards me, even if it meant hurting Scootaloo. Truthfully I wish I knew Scootaloo liked me, even if I didn't like her back, I don't ever wanna see her that sad. I should have been the one to tell her that I didn't like her that way, even if it would have hurt anyway, she needed to hear it from me."

"Maybe you and Scootaloo can talk sometime, I think it still bothers her a bit," Tender Taps said.

"Well she seems ok now, and there are times I feel like she's relieved because now she doesn't have to be all sappy," Rumble said.

"That's just her trying to sound tough, please talk to her when you can," Tender Taps asked of Rumble, getting a nod from the Pegasus.

"I will, hopefully I can fix things. Still the fact that I didn't even notice seems so...bad. I bet you would have noticed, how are you so good at this stuff?" Rumble asked.

"I'm not good at anything," Tender Taps said. "I just noticed, that's all."

"I was really stuck on my crush with Sweetie Belle, it's like I could barely even see what was around me," Rumble said.

"Well like you said, you had your crush on Sweetie Belle," Tender Taps reminded.

Rumble shook his head, "That's not really a good reason, I mean Sweetie Belle said you had a crush on Apple Bloom, but you always noticed everything else."

"There wasn't much for me to notice, Scootaloo didn't start to like me until I first talked to her, even now I sometimes wonder if she really likes me or just wants to have a coltfriend, which is why I need to really think about my choice," Tender Taps explained.

"Well I think Scootaloo can really like you. You're really cool and mature Tender Taps, I think you make a great coltfriend to anypony who'd want to date you," Rumble said.

Tender Taps blushed at that, "No, you're better, you have a more energetic attitude and when you really like somepony, you're always so great at showing it."

"You just need that chance, I'll help you with that, and I'm sure Sweetie Belle will too," Rumble insisted.

"Maybe we can both help each other," Tender Taps suggested.

Rumble nodded, "I'd like that, anyway let's get back to the other room, I wanna be there for Sweetie Belle."

"Yeah, I'm sure Dinky would like you to be there as well," Tender Taps said, then thought of something. "Do you think Dinky likes me like that?"

Rumble shrugged, "I don't think so really, if she did, she would have told me. She was the one who helped me realize that I had a crush on Sweetie Belle, and she always let me know if she thought a colt was cute so she's more open than I am. Granted she never admitted to liking any other colt I still think she would have told me."

"Right, just making sure," Tender Taps said. He wanted to mention that Dinky flirted with him once, but he couldn't really bring himself to let her best friend know that, plus she hasn't done that since so no reason mention it, she probably doesn't remember doing so anyway.

"Let's hurry, I wanna see how well your 'big sister' is teaching the fillies," Rumble said.

"Big sister?" Tender Taps remembered Starlight. "Oh right...Hey how do I be a good little brother though?"

"Just be there for her, but like Sweetie Belle said, try not to force it, otherwise it's just awkward," Rumble said.

"Right, don't force it...still why does she want me as a little brother?" Tender Taps wondered.

"She probably wants her own 'Spike' someday, that could be you," Rumble said.

"Spike? Wait what does he even do again?" Tender Taps asked.

Rumble was about to answer, but got stuck. "Actually, I don't really know, he's supposed to be her assistant but sometimes it feels like he's just there, he also seems kinda lazy. He's also a bit of a pain from what Sweetie Belle says, even though he's a little sibling himself, he doesn't really like being around us, he doesn't wanna be associated with little kids, even though he's a kid himself, just a few years older."

"Well considering he's used to having friends that are mares, that's to be expected. I think he relates more to ponies like Twilight, Rarity and Starlight than he could to use," Tender Taps said. "Plus he's a big hero at The Crystal Empire from what I've heard."

"Maybe if you become Starlight's assistant, you can save an Empire too," Rumble said.

"Huh!? Me? Save an Empire?" Tender Taps asked in disbelief. He quickly shook his head, "I'm not brave enough to do that!"

"Relax, just a joke, besides I think you have it in you to be a hero," Rumble reassured.

"Now you're just being nice," Tender Taps said, following the Pegasus out of the room.

Elsewhere at the Changeling Hive, Twilight and her friends are seen talking with the Changeling King, Thorax.

"Looks like things have gone much better for you lately," Twilight said. "The Changelings really adjusted."

"Yeah, we're still getting used to certain things, and it seems like some of them actually miss Chrysalis," Thorax said.

"Why would they miss her? She's terrible!" Rainbow Dash said.

"She was an awful Queen, but she technically is like our mother, she raised us from when we hatched. Kinda wish she chose to join us," Thorax said.

"Maybe there's a chance, I mean if Discord can join our side, I think Chrysalis can too," Twilight said.

"Unless she's like King Sombra and totally evil with no chance of her ever joining our side," Rainbow Dash said bluntly, then noticing how annoyed her friends looked. "What?"

"Well besides that, we're still trying to find our place in Equestria, we hope our Kingdom can be good friends with yours," Thorax said.

"I think there's a chance, Ponies and Changelings being best of friends, sounds exciting," Twilight said.

"Right you are Twilight," Rarity said. "Plus thanks to Ember, the Dragons are starting to get friendlier with ponies as well."

"You have me to thank for that, both the Changelings and the Dragons," Spike boasted.

Twilight rolled her eyes, "Yes Spike, we know. It started because you were such a good friend to Ember and Thorax."

"Yeah Spike, thanks for giving me that chance," Thorax said. "I just hope the other Changelings are as appreciative."

"I'm sure they are, anyway let's go see the other places, I'm curious what the Changelings have to show us," Twilight said.

With that, Thorax led his friends to another part of the hive, unaware of a few Changelings who were making plans of their own, plans that might not go well for the ponies.


	5. A Second Mentor

Back in the Castle of Friendship, both Sweetie Belle and Dinky were trying to improve their magic, Starlight was now teaching them how to transform items into different things.

"Just imagine what you want it to be, and focus really hard," Starlight encouraged.

Both Dinky and Sweetie Belle focused really hard, hoping to figure out this spell. It wasn't as easy as is sounded, plus this was a complicated spell for their age. Turning a cup into a bowl was proving to be challenging for the two fillies.

"Come on girls, I know you can do it," Starlight said, hoping to help them focus.

The two continued trying, their horns were glowing as the magical aura surrounded the cups. Dinky tried hard to do this, but eventually got annoyed and let go of her spell, sitting down in frustration.

"I can't do it!" Dinky complained.

"Sure you can, you just need to keep trying," Starlight said.

"It's not enough, this is too advanced!" Dinky said, wiping some sweat off her head.

Sweetie Belle also continued, though she too sat down in frustration. "Yeah, it's no use."

"Girls, I know this isn't an easy trick, but you shouldn't just give up," Starlight reminded.

"Come on Sweetie Belle, I know you can do it," Rumble encouraged.

Sweetie Belle's ears perked at the encouraging words of her coltfriend. She turned to face him, showing off her cute and affectionate eyes. "You really think I can?"

"Of course, I think you're talented enough," Rumble said, showing a cheery smile.

Sweetie Belle felt some extra confidence after hearing her coltfriend's motivational words. "Alright, I'll try again."

Dinky groaned a little, waiting for her words of encouragement.

"Come on Dinky, you keep trying too," Apple Bloom said.

Dinky sighed a bit, at least one of the foals tried, too bad it wasn't her best friend. It's great that he wants to be there for Sweetie Belle, but a few encouraging words her way wouldn't hurt.

Sweetie Belle again tried to change the cup into a bowl, really believing that she can. After several seconds of focus, she finally managed to transform the cup, though instead of a whole bowl, she only managed half of one.

"That's a good start," Starlight said. "Keep practicing and you'll get it."

"Thanks, I owe it to Rumble, he's such a good coltfriend," Sweetie Belle said, affectionately gazing at Rumble, causing the young Pegasus colt to blush.

"Anything for you," Rumble said.

Dinky growled a little and focused more on the cup, hoping to transform it completely into a bowl to show up Sweetie Belle, but instead focused too much magic and destroyed the cup completely.

"Oh my...that wasn't suppose to happen," Starlight said.

Dinky slammed her hoof down in frustration. "Dammit! I almost had it!"

"Don't worry Dinky, I'll get another cup, just take a moment to relax, otherwise it will affect your magic," Starlight said.

Dinky sighed and nodded, "Yes Starlight."

As Starlight left to find a replacement cup, Dinky took the time to somewhat glare at Rumble. It would have been nice if he at least paid some mind to her just now.

Rumble hadn't noticed though, he was being nuzzled affectionately by Sweetie Belle.

"I owe it to you Rumble, you're the greatest coltfriend," Sweetie Belle said.

"Only because you're an even greater marefriend," Rumble said.

"Aw, time for a kiss," Sweetie Belle said, pulling Rumble into a loving kiss, much to the annoyance of Scootaloo and Dinky.

"You two really like kissing and complimenting each other," Dinky said.

"Of course," Rumble said after breaking off the kiss. "She's my Princess and I'm her Knight."

"My Brave Knight, who will always be there for me," Sweetie Belle said, nuzzling Rumble muzzle to muzzle.

Dinky couldn't take any more of this, "You know you two can go be alone for that, I don't think everypony here wants to see you two kissing and stuff."

Rumble blushed a little from that, "Sorry Dinky, I can't help it."

"Can you blame him?" Sweetie Belle said, fluffing her mane. "I am pretty cute after all."

"Wow, such modesty," Apple Bloom joked, getting a giggle from Tender Taps and Scootaloo.

Sweetie Belle turned her head away, "Well it's true, I'm cute and I have the perfect coltfriend to remind me of that."

"Yeah, we know, you tell us that all the time," Dinky complained.

Sweetie Belle scrunched her face, "You're starting to sound a bit jealous Dinky, lighten up."

"I'm NOT jealous!" Dinky partially shouted. "I'm just a little tired of hearing you two act all lovey-dovey, it gets really annoying after a while!"

"It kinda does," Scootaloo said.

"When you get a coltfriend, you'll understand," Sweetie Belle said.

"I tried getting a coltfriend once, it didn't go to well, do you remember why Sweetie Belle?" Scootaloo asked.

"Simple, you don't know how to express your emotions," Sweetie Belle bluntly stated.

"Hey!" Scootaloo shouted in annoyance.

"Come on, let's not argue about this old thing," Apple Bloom said.

Rumble then remembered something that Tender Taps said, he figured soon he would need to speak with Scootaloo about this.

Moments later Starlight returned with more cups. "Ok everypony, let's get back to the lesson."

Before anything, the doorbell of the castle rang, surprising everypony around.

"Who could that be?" Dinky asked.

"I'm not sure, hold on I'll go check," Starlight said and trotted to the door. She opened it and saw somepony she knew well. "Trixie? Wow it's been a while."

Standing there was one of Starlight Glimmer's best and closest friends, Trixie Lulamoon. "Yes, it is I, The Great and Powerful Trixie." After doing a quick pose, she gave Starlight a friendly smile. "It's nice to see you Starlight, I missed you while I was away."

Starlight returned the smile as she pulled the other mare into a hug, "I missed you as well." She pulled back and looked curiously at her friend. "What brings you here though?"

"I heard Twilight and her friends left to the Changeling Hive, so I came by to see you. I'm sure you're pretty lonely without Twilight...unless her pet Dragon is with you," Trixie said.

"No, he left as well, he wanted to see Thorax," Starlight said.

"Figures, I know the two are good friends, anyway since I'm here I was hoping we could do some stuff together, maybe practice a bit for my show, I'm working on something quite grand," Trixie said, expanding her forelegs for emphasis.

"That sounds great, but it has to wait, I'm actually tutoring some foals," Starlight said.

Trixie looked surprised, "Tutoring some foals? You mean the younger sisters of Twilight's friends?"

"Yes, well mostly Rarity's little sister Sweetie Belle, as well as another foal, Dinky Do," Starlight said.

"I don't really know who Dinky Do is, but perhaps I can assist," Trixie said. "It would be an honor to help tutor young foals."

"Oh I don't want you to trouble yourself Trixie," Starlight said.

"Nonsense, The Great and Powerful Trixie can spare a few moments to help her dear friend Starlight Glimmer, now lead the way if you please," Trixie said.

Starlight shrugged it off and led Trixie inside the castle, taking her to the room where the foals were. She could see that Dinky and Sweetie Belle were once again attempting the spell, Dinky looking a bit more frustrated.

Apple Bloom was the first to notice that Starlight returned, and she saw who was with her. "Huh? Is that Trixie?"

All the foals turned their attention to the mare, who did an extravagant wave to them. "Hello young fillies. The Great and Powerful Trixie is here."

Scootaloo groaned a little, "Not her, she's such a show-off."

Trixie scrunched her face a little, "Says the one who clings to Rainbow Dash, she's not exactly humble you know."

"She's more humble than you!" Scootaloo shouted.

"Now, now, let's not get into stuff like that," Starlight nervously pleaded. "Trixie came by to see if she can help Sweetie Belle and Dinky with their magic."

"Um, isn't she lousy at magic though?" Apple Bloom said. "At least that's what mah sister told me."

"Same with Rarity, she said she only knows a few spells, some of them really mean," Sweetie Belle said.

Trixie groaned at the lack of respect, fortunately she had the support of at least one foal.

"Come on now, Trixie is Starlight's best friend, we should be a little nicer to her," Tender Taps said.

"Tender Taps, you don't know Trixie well, she can be a real pain," Apple Bloom said.

"If Starlight likes her, then we should give her a chance. I'm sure she's not so bad, besides she helped save Equestria," Tender Taps said.

"That's correct, my such a well mannered colt," Trixie said. "What's your name?"

"My name is Tender Taps," the young colt introduced with a slight bow.

"Aw, he's cute," Trixie said, rubbing his mane. "Are you related to any of Twilight's friends?"

"No, I'm just a friend of Apple Bloom and her friends, though Starlight did want to make me her little brother," Tender Taps said.

"That's right, it would be fun to have a younger sibling," Starlight said.

"Well you made a good choice," Trixie said, then looked around. "Which one is Dinky?"

"That one," Starlight said, pointing to Dinky still focusing on the cup.

"Oh, I think I might have seen her around, barely though," Trixie said, then noticed Rumble. "What about that filly right there?"

With that, Starlight and the other foals cringed a little, even Dinky broke her concentration after hearing that. Rumble himself looked pretty annoyed, glaring intently at the other mare.

"Um...did I miss something?" Trixie asked.

"That's not a filly Trixie, he's a colt, his name is Rumble" Starlight said.

Trixie looked at Rumble, a little confused, "A colt?"

"Yes, I'm a colt, not a filly!" Rumble said, still glaring at Trixie.

"Oh, my mistake then. That explains the mane, otherwise I would have told you to get a new style," Trixie said. "Still, you really do look like a filly. You probably should make yourself look a little tougher, might be hard to find a marefriend looking like that."

"I already have a marefriend, she's right there!" Rumble shouted, pointing to Sweetie Belle.

"That's right, he's my coltfriend, and I don't think he looks like a filly," Sweetie Belle said.

"Tch, right, not what you said the first time," Apple Bloom said softly.

"Oh, I see. Weird I thought you'd like the more boyish types," Trixie said.

"I am Boyish!" Rumble shouted, startling the other foals.

"Wow, somepony's got a bad temper," Trixie said.

Rumble gritted his teeth, then angrily turned away. "And somepony's too full of herself."

Trixie huffed at that, "That was rude."

"Trixie, that's enough," Starlight pleaded. "Rumble's a good colt, so please stop upsetting him."

"And to answer what you said before Trixie, I do like boyish types," Sweetie Belle started saying. "Rumble fits that just fine, he's my personal handsome knight who promises to protect me from everything."

"Handsome knight?" Trixie said. "Sounds...eh, okay I guess."

Starlight looked around nervously, hoping to find a way to distract the ponies from this conversation. "Anyway I need to get back to tutoring."

"Right, I'll stay and watch, I wanna see how well you do, plus I hope to show off what I can do as well," Trixie said.

"That's fine, just make sure to properly encourage them if you want to help, I don't want them to lose motivation," Starlight said.

"Of course, the Great and Powerful Trixie is great when it comes to sensitivity," Trixie said.

"How?" Sweetie Belle asked. "You just insulted my coltfriend."

"He's fine, right Tumble?" Trixie asked.

"It's Rumble, not Tumble," Rumble said.

"Close enough," Trixie brushed off, much to the young colt's annoyance.

"Trixie, please stop upsetting him," Starlight pleaded. "Remember that he's Sweetie Belle's coltfriend, if you upset them, you'll likely upset Rarity, and I'm sure Twilight won't be too happy if that happens."

Trixie shrugged it off, "I'm not too worried about upsetting them, but since you care a lot about Twilight, and you are my best friend, I'll try to take their feelings into consideration."

"Good, that's all I ask," Starlight said, then turned to Rumble. "Please don't mind Trixie, she usually means well."

"Not making a good impression right now," Rumble said. "But my foalsitters always say to give ponies another chance, and it's worked well for me so far."

"Thanks Rumble," Starlight said, then turned to Trixie. "And can you please at least apologize to Rumble for what you said?"

Trixie sighed, "Fine, for you Starlight." Trixie then turned to Rumble, "I apologize for calling you a filly and getting your name wrong."

Rumble nodded, "Thanks, apology accepted." He still felt a bit annoyed though, she's not gonna be an easy pony to like.

"Let's resume our lesson," Starlight said, once again teaching the young fillies how to do transformations.

This went on for a bit, Starlight did her best to motivate the fillies, as did Trixie, though her motivational skills were unintentionally condescending, much to Starlight's annoyance.

Tender Taps pitied Starlight, he can probably understand why Trixie's her friend, knowing that each have been not so liked at one point. But it seems like Trixie hasn't really learned to be that friendly.

The day went by, Starlight's lessons were done for the day and the foals started to make their way home. Tender Taps stayed behind a moment to talk with Starlight, though the others wasted no time leaving, especially since Trixie was really starting to annoy them.

"I'll see you kids tomorrow, especially the ones I'm tutoring," Starlight said, then mumbled. "Hopefully."

"And don't worry, the Great and Powerful Trixie will also return for your pleasure!" Trixie said.

The foals stopped and cringed a bit in annoyance, but turned to face Trixie with a friendly smile, at least as friendly as they can make it.

"That's so great, I'm so happy to hear that" Sweetie Belle said, then spoke low. "Like one day with you wasn't enough."

"I just hope she remembers my name, and the fact that I'm a boy," Rumble said.

Sweetie Belle nuzzled Rumble, hoping to make him feel calmer. "Let's get going."

"Right...but first I need to ask Scootaloo something," Rumble said.

Sweetie Belle looked confused, then remembered what Rumble said earlier. "Um, ok then."

Rumble called to the Pegasus filly. "Hey Scootaloo, come here a moment please."

Scootaloo trotted over very curiously, "Yeah Rumble?"

"I wanna make time for us to talk, just us two, would you mind that?" Rumble asked.

Scootaloo's eyes widened, why does Rumble suddenly wanna talk to her? Months ago she would have been more excited, though now she's more curious since she knows he doesn't like her that way. "Um, ok. How about tomorrow when we go back to the Castle."

"That sounds great, it'll keep us away from Trixie a little longer," Rumble joked.

Scootaloo giggled at that, "Yeah, it would."

Sweetie Belle looked really curious, and a bit unhappy. "Hey Rumble, why do you need to talk to Scootaloo anyway?"

Rumble turned to his marefriend, "Oh, just to ask her some stuff. Tender Taps gave me the idea. You don't mind do you?"

Sweetie Belle shook her head, "Not really, I guess it's alright."

Rumble nodded and turned to Scootaloo, "I'll see you tomorrow then."

"Right, see you then," Scootaloo said and trotted off.

Rumble looked relieved and turned to Sweetie Belle. "Come, I'll take you home."

Sweetie Belle grinned, "I wouldn't mind that. Maybe you can even stay a bit, keep me company."

Rumble blushed at her words, though he couldn't deny that he would love to do just that.

With Tender Taps, he was seen hugging Starlight good-bye. "See you tomorrow."

"I'll see you then," Starlight said, rubbing his mane.

Tender Taps looked to Trixie, "I'll see you tomorrow as well I guess."

"That you will, I'm starting to like you foals, for different reasons," Trixie said.

"You're pretty ok yourself," Tender Taps said. "For the most part at least."

Trixie glared at Tender Taps, "What do you mean, 'For the most part'?"

Tender Taps chuckled nervously, "Nothing really, I'll see you tomorrow." With that he trotted off, leaving the two mares alone.

"So why did you decide to tutor them?" Trixie asked.

"Twilight asked me too, though it's becoming much easier for me," Starlight said.

"Well you have me to help you, together we'll make great ponies out of those foals," Trixie said.

"Hehe, right," Starlight said, watching the foals as they left. She could only hope to do this well, and make Twilight proud.

Elsewhere in a old rocky field, some Changelings are seen flying towards a cave. They looked around to make sure they weren't spotted as they went deep into the cave. As they went further in, they heard a familiar voice.

"Are they at the Hive?"

"Yes my Queen," one Changeling said.

"Good, that leaves Ponyville open, try to make sure they don't leave, I'll focus my immediate attention on that Starlight Glimmer pony first, before I go for that bothersome Princess." With that, Queen Chrysalis made herself known. "Soon I'll finally have Equestria to myself."


	6. Still having a Crush

The next day, Starlight is preparing the room the foals will be learning at. She wants things to go a bit smoothly, though with Trixie also coming, that might not work out so well. Much as she loves her friend, she also knows she can be way too arrogant, even if she doesn't always realize it.

She heard a knock on the door, then quickly trotted over to see who it was. She opened to see Rumble and Sweetie Belle, the little couple looking really cute as usual to her.

"Good morning Starlight, I'm here and ready for today's lesson," Sweetie Belle said.

"And I'm here to support her, as usual," Rumble said in a tone that Starlight could only find adorable.

"That's great, actually you're both the first ones here, the others haven't arrived yet, but it's still early," Starlight said.

"Dinky should be on her way, she likes to be on time or early for such things," Rumble said.

"Well come on in, I already have some of the lessons set up," Starlight said, leading the foals inside.

As the two followed Starlight inside, Rumble looked around a bit, "Is Trixie here?"

"No not yet, she should come by later," Starlight said.

Rumble groaned a little, "I don't mean to upset you, but I really hope she doesn't come, she's really irritating."

"I know Trixie's a pain, but she's really nice once you get to know her, she just takes some getting used to," Starlight said.

"How long will that take?" Rumble asked while groaning.

"Stop worrying just because she called you a filly," Sweetie Belle said. "You're just really cute for a colt."

"It's just annoying, I don't like being called something I'm not, I would like to think I look like a colt," Rumble said.

"You do look very much like a colt," Starlight said. "Like Sweetie Belle said, don't worry about it."

"Yeah," Sweetie Belle said, then nuzzled her body against his, "I mean I still love being with you, and you make me so happy, that's all that matters to me."

Rumble blushed a bit, "Thanks Sweetie Belle, you make me happy too."

Starlight awed at that a little, though she found Sweetie Belle's flirty eyes to be a bit weird. As she got to the room, she heard another knock on the door, "Oh good, more of your friends are here, you two wait in that room a moment."

As Starlight left to the door, Rumble sat down and looked around a bit. "This place is so pretty, kinda wish I lived here."

"Maybe if I become Twilight's new student after Starlight, or maybe if Starlight needs a student herself, then I can live here and you can come live with me," Sweetie Belle said, sitting next to Rumble.

"True, though if Starlight does become a teacher, wouldn't she get her own castle?" Rumble asked.

"Maybe, for all we know it might be prettier than this one," Sweetie Belle said, then took Rumble's hoof in hers. "But I promise, no matter where, I'll take you with me."

Rumble and Sweetie Belle then made some eye contact, the two admiring each other. Rumble gently placed his hoof on Sweetie Belle's face, rubbing it a bit. "You're so beautiful, I feel lucky you gave me a chance."

"Yeah, I'm glad I did too, even if I felt a little bad since I promised Scootaloo I would-" Sweetie Belle then remembered something. "Hey why did you wanna talk with Scootaloo?"

"Oh that?" Rumble asked, then tapped his chin. "Tender Taps told me that she looks like she still has feelings for me, and we never really got to talk about her crush on me."

"Why now though? We've been dating for months, I think she's over you by now," Sweetie Belle said.

"I just want to be sure, I'll feel bad if I know she still has a crush on me, I want to help her move on if I can," Rumble said.

"Do you know who she can move on to?" Sweetie Belle asked.

"I don't know anypony, Dinky was my only friend for a while, and I don't think she's interested in dating Scootaloo," Rumble said. "But at the very least I can help her move on from her feelings for me."

"That's thoughtful of you, maybe I should try making sure myself, I did kinda take you from her," Sweetie Belle said.

"I don't think you did," Rumble said. "I already had a crush on you and I was never interested in Scootaloo, not romantically at least. You were the only filly I wanted, now I can be with you." Rumble then leaned in to kiss Sweetie Belle. "That's all that matters to me."

Sweetie Belle blushed, then returned Rumble's kiss. "You're such a sweet colt." She then kissed him some more, this time wrapping her forelegs around him help deepen the kiss.

Rumble returned her embrace and pulled her against him as she fell on top of him, not really breaking the kiss. Rumble felt a little weird, seems like lately her kisses have been more affectionate. Rumble's not sure where it's coming from, but he doesn't really dislike it, in fact it makes him feel good inside.

Meanwhile at the door, Starlight had just greeted Apple Bloom, Scootaloo and Tender Taps.

"Great to see you three, Rumble and Sweetie Belle just arrived themselves," Starlight said.

"So that just leaves Dinky then," Apple Bloom said.

"Yes, according to Rumble, she should be here shortly," Starlight said.

"I'm glad Rumble's here though, he did want to speak to me about something," Scootaloo said.

"Let's get inside then," Tender Taps said. "I'm sure they're waiting."

"Please, with those two alone, they'll find plenty of ways to keep themselves busy," Apple Bloom said.

"I can only imagine," Tender Taps said with a slight blush.

"Yeah, they're so lovey-dovey," Scootaloo said, then muttered, "Way too love-dovey."

Starlight gestured them inside, "Let's hurry now, once I get you settled-"

"Starlight!" they heard from a distance. They then saw Dinky making her way over. "Sorry if I'm late!"

Starlight shook her head, "You're not late, you're right on time."

Dinky arrived at the door, taking a moment to catch her breath. "Yeah, looks like it. Um are Rumble and Sweetie Belle here as well?"

"Yeah they arrived a little before," Starlight said. "The lesson hasn't started yet, so once you get inside, we should be able to."

"Wait, what about Trixie, isn't she gonna come to? She said she wanted to assist," Tender Taps said.

"Trixie will be here shorty I'm sure," Starlight said.

Suddenly a puff of smoke appeared, surprising the ponies. After a few seconds, the smoke disappeared and from behind it stood Trixie in her glory.

"Did you miss me?" Trixie asked with her usual smug smile.

The fillies groaned a bit at seeing Trixie, though Tender Taps didn't seem to mind as much. Starlight seemed a little more excited to see her friend. "Wow Trixie, I'm surprised you came so early."

"I just couldn't wait to come, I want to be there to help you with these foals as much as I can. It's good to help out young ponies, that and I can brag about it to Twilight on how I bested her in tutoring fillies," Trixie said with a smug grin.

"Seriously?" Apple Bloom said. "You really wanna be better than Twilight, don't you?"

"Everypony needs a rival, and Twilight is mine," Trixie said. "Who else is better suited for that?"

"Starlight Glimmer," Dinky said, pointing to Starlight.

"Oh no, I'm her student, not her rival," Starlight said.

"Yer only her student in learning friendship, not magic," Apple Bloom said.

"Isn't it kinda weird though?" Dinky asked. "I mean aren't you and Twilight kind of the same age?"

"They are? I thought Starlight was much older for some reason," Scootaloo said, much to Starlight's annoyance.

"Twilight and I are close to each other's age, and there's nothing weird about her teaching me about Friendship. Our close age makes it easier for us to be friends honestly," Starlight said.

"I think you're plenty young Starlight, you've got the beauty to go with it at least," Tender Taps said, getting a blush from Starlight.

"Aw, you're so sweet Tender Taps, such a great little brother," Starlight said, bringing him in for a hug.

Trixie smirked a little, "Such a nice little colt, a bit more well mannered than that other colt, Timble I think his name was."

"It's Rumble," Dinky corrected.

"Oh whatever," Trixie said. "Anyway let's head inside."

"Right, don't wanna keep Rumble and Sweetie Belle waiting too long," Tender Taps said.

The ponies went inside the castle and toward the room where their lessons would be. As they got inside, they saw something that surprised them.

Sweetie Belle was laying on top of Rumble, kissing him quite a bit passionately. Rumble looked to be in sweet bliss, though once he noticed the other ponies staring, he quickly moved Sweetie Belle off him, much to her confusion.

"Rumble what happened?" Sweetie Belle said. Rumble pointed behind her and she turned to see the others just staring. She started to feel a little embarrassed, "What? I'm just kissing my coltfriend! Nothing unusual!"

"That looked...pretty passionate though," Apple Bloom said.

"You two really got into that, you're both lucky to have each other," Tender Taps said.

Sweetie Belle still had an angry, yet embarrassed blush, "Yeah whatever, let's just start the lesson ok?"

Starlight did her best to hide her own blush, that was a bit weird. "I'll get what we need."

As Starlight went to grab the material, Rumble quickly approached Scootaloo, "So you wanna have that talk?"

Scootaloo looked confused a moment, then remembered the previous day. "Oh right, yeah let's do that."

Rumble trotted off with Scootaloo as Sweetie Belle watched them off. She hoped that Scootaloo could move past her feelings for Rumble, if she still had any.

Apple Bloom quickly walked over to Sweetie Belle, "Looks like Rumble's off to talk to Scootaloo."

"Yeah, probably to make sure she doesn't still have a crush on him," Sweetie Belle said. She then turned to Apple Bloom. "You haven't noticed if she did though, have you?"

Apple Bloom shrugged it off, "Maybe a little. Though if she did still like Rumble, it's hard to blame her, after all we got her hopes up quite a bit."

"She should have just been honest, even if he wasn't ever gonna date her," Sweetie Belle said.

"Do you really know fer sure? What if he's saying that now because yer dating him?" Apple Bloom asked.

Sweetie Belle shook her head, "No way, he already had a crush on me. I think he would have turned her down."

"Somehow ah feel like things would be different if she revealed her feelings sooner though," Apple Bloom said.

Sweetie Belle glared a bit, "Hey, what are you trying to say? Rumble only has feelings for me, I think we could have been together one way or another."

"If you say so," Apple Bloom said, then trotted away, leaving Sweetie Belle a bit annoyed.

"He so would have still been my coltfriend," she angrily muttered to herself.

In the other room, Rumble and Scootaloo had gathered together, Rumble hoping to have a nice talk with the filly.

"So Rumble, what did you want to talk about exactly?" Scootaloo asked.

"Us and our friendship," Rumble answered. "Or more rather your old feelings for me."

"Old feelings?" Scootaloo asked. "You mean my crush on you?"

Rumble nodded, "Pretty much."

"Why now though?" Scootaloo asked. "You and Sweetie Belle have been together for months."

"Yeah, but you and I never talked about your crush on me, we kinda just forgot about it. Besides I kinda feel bad for not knowing about your crush on me before," Rumble said.

"It's fine, I didn't make it very obvious anyway, I was too nervous to," Scootaloo admitted.

"Why would you be nervous?" Rumble asked. "You've always seemed confident to me."

"You'd be surprised" Scootaloo admitted. "I'm just not good at expressing my emotions."

Rumble nervously chuckled, "Well I'm no better, you've seen that for yourself."

Scootaloo joined in on the brief chuckle, both foals at least finding some humor in this.

"Anyway, yeah I'll just admit it now, I used to have a crush on you, and it did kinda sting when you went with Sweetie Belle," Scootaloo said.

"Sorry, if I had known I would have talked with you sooner. I mean I don't think we would have dated, but it's better than you having had your hopes up," Rumble said. "But don't worry, you're a really nice filly, you'll find somepony. I heard you now like Tender Taps."

"I'm not entirely sure if I do, I mean I did kiss him, but that was just me feeling emotional," Scootaloo said. "Besides I think Apple Bloom likes him as well, I'm worried what that would do to our friendship."

"Then talk with her about it, all these problems would be handled if you just talked. Don't be so nervous," Rumble encouraged.

"It's not as easy as it sounds though," Scootaloo said. "I mean what exactly am I supposed to say?"

"Nopony said it would be easy, but it's the best way to do things, at least that's what I think," Rumble said.

Scootaloo looked to the side a bit, "Why don't you like me though? What didn't you like about me?"

"It's not that I didn't like you, I just didn't see you that way. You're too different than me, it wouldn't have worked out," Rumble said.

"But what was it about Sweetie Belle that you saw in her and not me though?" Scootaloo asked. "I'm just really curious about that."

Rumble took a breath, he hoped this wouldn't eventually get Scootaloo really mad. "You're much...tougher, too tough for me. I would be too nervous if I were your coltfriend. Sweetie Belle is more delicate, and I feel more confident dating her."

"How exactly am I tougher though?" Scootaloo asked.

"Like...I really don't know how to say it exactly, I just don't think I was the right colt for you. I believed you could do better," Rumble said.

Scootaloo sighed, "Look, even if I am more...tougher as you put it, I could have softened up for you. I don't mean to sound like I'm complaining about your choice of Sweetie Belle, but I really thought we should have had a chance."

"I don't want you to change for me though," Rumble said.

"It's not about me changing, I would have been sensitive to the fact that you're not as competitive as I am, or more excited for things like I am. I mean I've seen you around, I know you're not like Rainbow Dash, you're more like Fluttershy, but in a way, that's what I wanted. I needed balance and you could have been that balance for me," Scootaloo insisted.

Rumble rubbed his mane a little, not sure what to think now. "I'm sorry, I didn't think of it that way. But still, the point is that I'm with Sweetie Belle, and I like her a lot. But I know you can find somepony."

"Maybe, but I really wanted a chance to see for myself," Scootaloo said, her ears drooping a bit.

Rumble pitied Scootaloo a little, he really should have been way more aware of things. He needs to make things right. "Fine, if it will make you feel better, I'll talk to Sweetie Belle and see if she'll let me spend some time with you."

Scootaloo looked surprised, "You mean like a date?"

"Sorta, just to see if this could have happened. Though just know that this doesn't mean we'll get together, I'm with Sweetie Belle and I intend to keep it that way. I just want you to have this moment and then you can hopefully move on," Rumble said.

Scootaloo looked really happy, "Wow! Thanks Rumble!" She pulled him into a hug. "You're the best!"

Rumble nervously chuckled and backed away from Scootaloo. "It's no big deal."

Scootaloo made her way back to where the others were, "Let's get back to the other room then, see Sweetie Belle's progress."

"I just hope Trixie hasn't annoyed her," Rumble said, also going to the other room.

As they entered the room, they saw that Trixie herself had been trying to show off a trick, though somehow she kept messing up.

"So...when do we learn anything?" Sweetie Belle asked in a sassy tone.

Trixie huffed, "What nerve."

Apple Bloom chuckled a little, then noticed that Rumble and Scootaloo came back. "Hey there, yer both back."

"Yeah, me and Rumble worked something out," Scootaloo said.

"Oh really? That's great," Apple Bloom said.

"What exactly did you work out?" Tender Taps asked, trotting over to the two.

"We need to talk with Sweetie Belle first," Scootaloo said, turning to the filly, who was busy arguing with Trixie. "Whenever she's ready."

Starlight rubbed her head in annoyance, "This isn't getting us anywhere."

"Well this little filly refuses to learn!" Trixie shouted.

"You're the one who can't teach!" Sweetie Belle shouted.

"I can teach just fine!" Trixie shouted.

"Yeah, teach us how to be arrogant and obnoxious!" Sweetie Belle shouted.

"How dare you! What do you know, you're just an overdramatic little brat!" Trixie shouted.

"Who are you calling over dramatic!? You're the one with the lousy tricks!" Sweetie Belle shouted.

Trixie gritted her teeth, "You stubborn little-"

"BE QUIET!" Starlight shouted, making a really angry face that startled the others.

"See what you did!" Trixie shouted in a hushed tone.

Sweetie Belle glared. "Me!? You're the one who-"

"Just stop talking already! Both of you!" Dinky partially shouted.

Starlight took a moment to calm herself before she got any more angry, then felt a foal hugging her. To no surprise, she saw that Tender Taps was the one doing so.

"Feel better?" Tender Taps asked.

Starlight nodded with a reassuring smile, "Yeah, thanks." Once Tender Taps let go of his hug, Starlight glared at the two mares. "This isn't getting us anywhere, I suggest you take some time to calm yourselves, I don't want anymore arguing."

Sweetie Belle sighed, "Yes Starlight."

"Sorry Starlight," Trixie said.

"Good, now I'm gonna grab the next lesson, Trixie would you please come with me? I might need you to carry something," Starlight said.

"Oh um, sure I guess," Trixie said, following Starlight.

Now that Sweetie Belle wasn't busy, Rumble took the time to approach her. "Hey, can I talk to you about something, it's really important."

"Of course Rumble," Sweetie Belle said, focusing her attention toward the colt. "What is it?"

"Um, me and Scootaloo talked, and she really wants to put her crush on me behind her for good, but she has one thing she wants to do before she can do that," Rumble said.

Sweetie Belle looked curious, "What would that be?"

"She wants us to spend some time together, alone," Rumble said.

Sweetie Belle looked surprised, "Time together? Like a date?"

"Almost, she does want us to do something together, just for a little while," Rumble said.

Sweetie Belle looked a little hesitant, "It really sounds like a date, I don't think I want you doing something like that."

"I know it sounds weird, I'm not too eager myself, but if she can do this then she'll feel better about what happened," Rumble said.

"I thought she got over this, I mean we've been dating for months," Sweetie Belle said.

"But she's still a bit bothered by it, don't you want her to feel better?" Rumble asked.

"I do, but to let her do something that sounds like a date? I'm not too sure about that," Sweetie Belle said.

Rumble sighed, "That's fine, I mean if you don't want me to then I won't. I don't wanna do something that would upset you. I'll let Scootaloo know then."

Sweetie Belle felt some relief, her coltfriend won't go for such a silly idea. But as she noticed Rumble approach Scootaloo, she saw a look of hope on her face, an eager look that shows that she really wants to hear him say that it would be ok. She tried to brush it off, insisting that no other filly should be dating her coltfriend, even if it's only once but she started to feel some sympathy towards Scootaloo.

In a way, Sweetie Belle did once promise Scootaloo that she could get Rumble as her coltfriend, but then she and Rumble ended up liking each other. While he already had feelings for her, she still ended up taking something from Scootaloo. Maybe a few hours together won't be too bad, she trusts Rumble after all.

Scootaloo looked excited as Rumble approached her. "So, what did she say!?"

Rumble shook his head, much to her concern. "I'm sorry Scootaloo, but-"

Suddenly Sweetie Belle had called out, "Hold on!" She trotted over to the two.

"What is it Sweetie Belle?" Rumble asked.

"You two can do that spending time together thing," Sweetie Belle said.

Scootaloo's eyes widened, "Really!?"

"You don't mind?" Rumble asked.

"As long as it's for a few hours, you can call it a date, but don't get carried away with it!" Sweetie Belle warned.

"Fine by me, right Rumble?" Scootaloo asked.

Rumble looked a little surprised, "Sure thing."

Scootaloo nodded, "Awesome, this is gonna be fun! So when do you wanna do it?"

"Um, how about tomorrow? After Sweetie Belle finishes her lesson," Rumble said.

"Sounds good, this is gonna be fun!" Scootaloo said, then turned to the Unicorn. "Thanks Sweetie Belle."

"Sure, don't mention it," Sweetie Belle said, feeling a little unsure now.

As Scootaloo trotted off, Rumble turned curiously to Sweetie Belle. "What made you change your mind?"

"I don't know, I just felt sorry for her. It's just a few hours, that's all," Sweetie Belle said.

"Well thanks, that's really nice of you. Don't worry, it won't be a real date, we'll probably just do something competitive," Rumble said.

"Don't worry about it," Sweetie Belle said, then shifted her hooves shyly. "But in exchange for this, think you can let me spend some time at your house after this is over?"

Rumble nodded with a cheerful smile, "Of course! I'm sure Thunderlane won't mind."

Sweetie Belle smiled at that, "Thanks...Rumble. I really, really like you, just so you know."

Rumble nodded, "Same here, you're my favorite filly to be around."

Sweetie Belle leaned in for a kiss, one of her favorite things to do with Rumble, and something he really enjoys as well.

Dinky was watching from nearby, once again feeling a bit annoyed. She's really starting to miss Rumble's friendly affection, she didn't realize him having a marefriend would be this hard on her. "He's so liked by the fillies now. It's getting too damn annoying, I liked it better when he was my friend only." Dinky then sighed a bit, maybe she should have realized her own feelings, and not have been afraid herself.

Back in the Changeling Kingdom, Twilight and her friends are still trying to help the Changelings with their newfound friendship.

"Alright, what are the key elements of friendship?" Twilight asked a group of Changelings.

They were all quiet a moment, not sure what to say until one raised his foreleg. "Being nice?"

"Well yes, that would be Kindness, something Fluttershy is quite good at," Twilight said.

Fluttershy nodded, "I learned from helping my animals."

"So...we need animals to help us?" A Changeling asked.

"No, not exactly," Twilight said. "Just try always being kind to each other."

"How?" one Changeling asked.

"Um..." Twilight thought a moment. "Just be there to help each other, friends are always Loyal after all."

"Loyalty is my specialty," Rainbow Dash said, pointing to herself. "Just ask me for advice on that!"

Twilight groaned, "Don't brag about it."

Rainbow Dash shrugged, "It's true though."

As they continued, Thorax looked around and noticed something off, which had been noticed by Spike.

"What's wrong Thorax?" Spike asked.

"Some of the Changelings aren't here, in fact it's probably the same bunch that I've noticed aren't always around," Thorax said.

"Huh?" Spike wondered, looking around. "What do you think that means?"

"I'm not sure...but I am worried. What if some of them are still working for Chrysalis?" Thorax asked.

"That might be trouble," Spike said.

"I'll keep an eye out, but we need to let your friends know," Thorax said.

"Don't worry, I'll mention it to them," Spike said.

"Ok, good," Thorax said, then wondered. "I hope she doesn't go to Ponyville though."


	7. Friend Date

Later that night, Sweetie Belle was enjoying herself at Rumble's house. She had been given dinner by his brother and now the two foals are sitting together on the couch.

"So, when are you going home?" Rumble asked.

"Soon, I just want to spend a little more time with you," Sweetie Belle said, rubbing his face a bit. "I love seeing your cute and adorable face."

"Same here," Rumble said, stroking her mane. "Every time I look at you, I feel very happy. I feel lucky that I get to date you."

"Speaking of dating, I need to talk to you about Scootaloo," Sweetie Belle said.

"What about her?" Rumble asked. "Did you change your mind about it? I won't do it if you don't want me to."

"No, I'm not gonna change my mind," Sweetie Belle said. "I just want to say that I trust you, and whatever decision you make during your time with her."

Rumble looked confused, "Huh?"

"Scootaloo's gonna get romantic with you, but I'll let you decide how you should handle it," Sweetie Belle said. "Go with your instinct."

"Um, my instinct?" Rumble asked.

"You'll understand soon, but for now," Sweetie Belle then leaned in and started to kiss Rumble a bit.

Soon Sweetie Belle was kissing him the same way she had been kissing him earlier in the castle. She crawled on him as he laid back against the couch and really got into it. Rumble felt weird, but not in a bad way. He rather liked this feeling, even more so when he began to hug her close. Sweetie Belle felt more secure than she had been before, loving how affectionate feeling Rumble's hug was, making it much easier to kiss him and return the affection.

"Rumble..." Sweetie Belle said between the kissing. "You're so great."

Soon she started to hug him close, hoping to deepen the kiss as much as she can. Rumble loved holding her close to him and feeling how soft her fur was. Her cuddly nature makes him want to be there for her more.

Unfortunately for them, this moment was interrupted by a certain older brother.

"You two look like you're having fun," Thunderlane said, startling the two and causing them to separate from each other.

"B-big bro!" Rumble shouted, his face turning red from embarrassment and annoyance.

Sweetie Belle had no immediate reaction, though she did turn her face away to hide her own blush.

Thunderlane laughed it off, "Sorry, but still, it's almost time for bed, Sweetie Belle should get home."

Rumble sighed, "Right, should I take her?"

"Let me, you just get yourself ready," Thunderlane said.

Rumble nodded, "Alright big bro." He turned to face Sweetie Belle, "See you tomorrow." With one more kiss, he flew up and went straight towards his room.

Sweetie Belle got off the couch, her blush never having left her face. "So should we get going then?"

"Sure, come on," Thunderlane said, leaving with her through the front door. "By the way, about what happened a moment ago..."

"Oh, was that bad?" Sweetie Belle asked. "I really can't help myself, your brother's just so cute."

"I know, I hear it all the time, mainly from Flitter," Thunderlane said.

"Speaking of Flitter, it seems like she doesn't like me that much, am I imagining it?" Sweetie Belle asked.

Thunderlane looked a bit nervous, "Of course she likes you, don't be silly." Truth be told, Flitter has been a bit jealous since Rumble doesn't spend time with her anymore, but Thunderlane won't tell Sweetie Belle that.

"Oh good, I would hate it if somepony so close to Rumble didn't like me," Sweetie Belle said, making Thunderlane even more nervous.

He quickly managed to get back to what he wanted to tell her, "Anyway, it's great that you like my brother, and I really don't mind if you two kiss, but try to relax a bit. If you're kissing like that now, imagine what will happen once you two get older."

"Older? You're acting like if I'm a little kid, I'm not that young," Sweetie Belle said.

"Even so, imagine how Rarity would react if she saw you two kissing like that," Thunderlane said.

"What's the big deal? I actually saw Rarity kiss you like that once as well, pretty sure it's a normal thing for dating ponies to do," Sweetie Belle said.

Thunderlane started to sweat, blushing a lot as well. "Um, don't do everything me and Rarity do..."

Sweetie Belle sighed, "Fine, I'll try to control my desire to kiss your brother for as long as I was, even though I could probably kiss him for hours, he's just that cute."

"I'm sure you could," Thunderlane said, then sighed. "Just try to hold off on those desires."

Sweetie Belle nodded and continued to walk home with Thunderlane. "By the way, when can I start staying over at your house? Rarity does sometimes, I even heard her mention to her friends how great you were one night."

Thunderlane again found himself blushing, "Can we please not talk about my relationship with your sister!? I like you Sweetie Belle, and I'm happy that you're dating my brother, but some things I really shouldn't be talking about with you."

Sweetie Belle groaned, "Fine, whatever you want."

The two continued walking towards Sweetie Belle's home, all the while Thunderlane won't stop blushing.

The next day all the foals once again gathered at the castle, and once again Trixie was there.

"Doesn't this mare have anything better to do?" Dinky asked in a hushed tone.

This time, Trixie seemed to have her attention focused towards Tender Taps, having gotten the young colt in a hug.

"Why are you hugging me Trixie?" Tender Taps asked.

"Because Starlight likes to hug you, and I wanna find out why," Trixie said.

Tender Taps rolled his eyes, "She hugs me because she wants to be my older sister."

"I know, but it still seems kinda fun, so I wanna keep trying it," Trixie said.

Tender Taps sighed, this mare was so weird.

As Rumble went to get settled, he noticed Scootaloo standing right beside him, looking really excited.

"So, ready for today? You and me, spending some time together?"

Rumble couldn't help but notice that she seemed kinda flirty, "Yeah, should be fun."

Starlight set up everything for the lesson, "Now, Sweetie Belle, Dinky, for this lesson we will be-"

"Hold on a moment," Trixie said, stepping towards the fillies. "Allow me to give you a proper lesson, I'll teach you some tricks I know."

Sweetie Belle and Dinky looked nervously at each other.

"This should be fun..." Apple Bloom said, looking really annoyed.

Starlight spoke in a hush tone, "Trixie, I really don't think this is a good idea right now."

"Nonsense, Trixie knows what she's doing," Trixie insisted.

As Starlight tried to talk sense to Trixie, Sweetie Belle turned toward Rumble, "I don't think you wanna sit through me attempting to 'learn' magic from Trixie, so if you wanna do that 'date' with Scootaloo, it'd be best if you did that now."

Rumble nodded and turned towards Scootaloo, "Come on Scootaloo, I know a place we can go."

Scootaloo grinned and eagerly followed Rumble as the two left the room and the castle.

Apple Bloom looked a bit concerned, so she quickly went to Sweetie Belle, "Think this will work? Suppose she falls fer him even more?"

"I trust Rumble, he'll know what to do," Sweetie Belle insisted.

Dinky looked unsure about what she was hearing, she turned towards where Rumble and Scootaloo left, hoping that whatever Sweetie Belle had in mind would work.

Tender Taps also looked a bit concerned, while he wanted Rumble to resolve things with Scootaloo, he's hoping that this plan will work out well.

Outside both Rumble and Scootaloo were making their way towards a park where Rumble usually liked to fly around.

"This is one of my favorite places to go, it's usually quiet and I can practice some flying skills here," Rumble said.

Scootaloo looked around a bit, "Pretty cool, I come here sometimes with my friends. I like to use my scooter, mainly since I can't fly."

"You can't fly _yet_ , but you'll get there, just keep trying," Rumble encouraged.

"Easier said than done, how did you learn to fly so well?" Scootaloo asked.

"I just do, I get lessons from my brother as well as Flitter and Cloudchaser. You just need practice from an experienced pony, does Rainbow Dash teach you?" Rumble asked.

"She tries, but I'm not getting it. I'm convinced I'm just not able to fly, maybe my wings don't work," Scootaloo insisted.

Rumble shook his head, "That can't be it, you use your wings when you're on your scooter right? It's the reason you go so fast. You're just having trouble getting off the ground. Unfortunately I don't know much about that, each pony is different, but I'm pretty sure other foals your age are having trouble, just like some Unicorn foals have trouble with magic," Rumble said.

"Sweetie Belle figured out her magic, now she and Dinky are learning from Twilight and Starlight," Scootaloo said.

"You have a great teacher yourself, it's just taking you longer, but even if you can't fly as well, you still have your scooter tricks, I always thought they were kinda cool," Rumble said.

Scootaloo chuckled a bit and put on a confident look, "Yeah, my tricks are really cool."

"I was hoping we could do stuff like that, my flying tricks and your scooter tricks, we could even make a game out of it, who can do the most awesome stuff," Rumble said.

"Or we could even race and see who's faster!" Scootaloo said.

"We'd need a big area though, even this park isn't big enough for us to really go to our full potential, let's save something like that for another time," Rumble said.

Scootaloo nodded, "Right, good idea. Anyway let's grab my scooter and really do some awesome stuff."

Rumble eagerly nodded as Scootaloo went to prepare for everything.

Back at the castle, the lessons weren't going as well as Starlight hoped they would. Trixie got a bit too eager to show her skills and ended up causing some damage around the castle with her tricks. Starlight was not pleased by that at all.

"Trixie..." Starlight said, looking really annoyed.

Trixie chuckled nervously, "I guess I got a bit carried away."

Starlight huffed, glaring a bit at Trixie. "Twilight is gonna be furious when she sees this!"

"Don't worry," Trixie said. "We can fix this place no problem. I mean won't Twilight be gone for a while?"

"I don't know Trixie," Starlight said. "I just know that she went to help Thorax, she didn't say how long it would take! For all we know she's probably done and on her way back!"

"True, Twilight could show up any minute," Apple Bloom pointed out, getting a loud groan from Starlight.

"Not helping Apple Bloom," Starlight said.

Sweetie Belle looked around the castle, "Don't worry, we can help, after all there have been plenty of times I've made messes at my sister's Boutique."

"Did you manage to clean it up before she noticed?" Starlight asked.

"Yeah, she doesn't notice at all. Not at first at least," Sweetie Belle said.

Starlight groaned again, but this time Tender Taps spoke up. "Let's just do what we can, I mean it doesn't look that bad, a bit messy and a little damage to the walls but compared to the rest of the castle it looks fine."

"Yes, the cute little gentlecolt is correct," Trixie said, getting a blush from Tender Taps. "This place isn't that bad, we can clean it up really quickly."

Starlight sighed, "Fine." She turned her attention to Sweetie Belle and Dinky. "We'll have to continue this another time."

Dinky shook her head shamefully, "I knew Trixie would mess up somehow."

"Hey!" Trixie shouted.

"She did her best, let's not start blaming ponies," Tender Taps insisted.

Trixie grinned at the young colt, "I'm really starting to like you. Maybe I'll let you appear on my show one day."

Tender Taps looked surprised, "Wow really? Um doing what though? I mainly just dance."

"That works fine, nothing like a little entertainment after all, Trixie has been looking for more talent to increase the quality of my show, not that I need it since my skills are more than enough, but it helps to have a little assistance," Trixie said.

"I'll think about it," Tender Taps said. "Though if you want talent, maybe get a Pegasus to do some flight tricks or something."

"I know a Pegasus back in my old village that would be great for that," Starlight said. "She's pretty talented I would say."

"I'll think about it," Trixie said. "Anyway, let's get this mess cleaned up."

"This could even be good magic practice for Sweetie Belle and Dinky," Tender Taps said. "I think so at least."

"Yes, it could be another lesson, use your magic to clean up a mess before Twilight comes back and sees what happened and never trusts me to tutor foals again!" Starlight said, still dreading the idea of Twilight discovering what happened.

Back at the park, both Rumble and Scootaloo were doing some fancy tricks with flying and scooter skills. Rumble made some quick loops and mid-air turns while Scootaloo used her wings to boost her speed and spin around while riding, even using a ramp that she brought over to do more tricks.

"You're really awesome with your scooter!" Rumble shouted in mid-air, doing some fancy twirls.

"And you're a talented flyer!" Scootaloo shouted as she balanced herself on the handle of the scooter while she rode on it.

Rumble flew pretty fast through the skies and did a few quick loops while Scootaloo started going high into the air with her scooter, showing off a bit as she did so. Rumble stopped a moment and noticed how great she was on her scooter, such a talented filly. Soon he got an idea he really wanted to try with her.

"Hey Scootaloo wanna try a trick!?" Rumble shouted in the middle of some back flips. "Use that ramp there to fly up while I do a loop. See if you can go through my loop!"

Scootaloo nodded and started speeding towards the ramp. With a great gust of speed, Scootaloo was able to go high into the air as Rumble did his loops. Rumble moved pretty quickly so it was almost like he was everywhere at once, though Scootaloo was able to stay in the center as she went through the loop.

She felt so relieved that she was able to do the trick, though it didn't last long as she began to lose her balance in mid-air and fell off her scooter. She attempted to fly but her wings eventually failed her and she started to fall.

Fortunately Rumble was quick to catch her, holding her bridal style as he floated towards the ground.

"Hey, are you alright?" Rumble asked.

Scootaloo nodded, "Yeah, I am. Boy that was close."

"Totally," Rumble said, landing his hind legs on the ground. "Good thing I caught you. You're much lighter than I thought you'd be."

It finally dawned on Scootaloo that Rumble was holding her, causing her to blush a little, partially from the way he held her and also from embarrassment. She looked like a helpless filly. She quickly got off, feeling a bit awkward.

"Thanks for catching me," Scootaloo said.

"No trouble, it was kinda my fault since I came up with the idea," Rumble said.

"It's fine, it was actually fun, you know, before I started to fall," Scootaloo said with a slight chuckle.

"Well, anything else you wanna do?" Rumble asked.

Scootaloo tapped her chin, "Let's go grab a shake."

Rumble nodded, "Sure thing."

The two made their way into town, Scootaloo feeling even more attached to Rumble than before.

Back at the castle, the place was mostly cleaned up, thanks to the efforts of all six ponies there.

"Good, we're almost done," Starlight said, cleaning a wall. "And you girls are doing great with your magic."

"Thanks Starlight," Sweetie Belle said, using her magic to mop the floor.

"Yeah thanks," Dinky said, looking a bit moody as she cleaned up.

"Is it me or is she a really moody filly, is she always like that?" Trixie asked.

"No, not really," Starlight said. "Something's bothering her, but she won't say what it is."

"Maybe you should talk to her, you are her teacher," Trixie said.

"I don't think I could be much help," Starlight said.

"Gotta try at least," Trixie insisted. "It could be another Friendship Lesson."

Moments later, Sweetie Belle had finished up, "Alright, anything else?"

"That's fine," Starlight said. "I can handle the rest, all of you can go home, I don't wanna keep you here too long cleaning up after Trixie."

"Hey, don't make me look bad!" Trixie shouted.

"Fine by me, I'm off," Dinky said, walking off, leaving the others confused.

"That filly..." Starlight said.

"I'm gonna go check on Rumble and Scootaloo," Sweetie Belle said and left.

"Ah should get going too, see ya tomorrow," Apple Bloom said and left.

Tender Taps approached Starlight, "I can stay a little longer if you'd like."

Starlight rubbed his mane, "That's fine Tender Taps, you don't need to stay."

"I know I don't need to, but I want to, I like being with you Starlight," Tender Taps said.

Starlight felt so warm inside and pulled Tender Taps for a hug, "You're so sweet. I see why Twilight seems to like you a lot."

"Huh?" Tender Taps asked. "Why does she like me?"

"She likes all of you, but for different reasons. Your reason is that you're a sweet colt who's such a great friend to others and so rational about things. She also finds your timid and somewhat shy nature to be really adorable, not to mention she says you're really cute," Starlight said.

"Trixie won't argue that," the magic mare stated.

Tender Taps shook his head, "You're all being too nice, I'm just some colt that was lucky to even have Apple Bloom as a friend. I shouldn't be praised so much by the Princess of Friendship when she has three other fillies that deserves it so much more."

"She does praise the Crusaders, as well as Rumble and Dinky, she says you're each special in your own way and she loves having all of you over. I'm just saying what she said about you," Starlight said, pulling the hug closer.

Trixie decided to join in on the hug, with Tender Taps now being between the two mares. "So far you're the only one that I personally like."

Tender Taps felt weird, he's never really gotten this much attention. Why though? He doesn't get what's special about him. Apple Bloom is the younger sister of Applejack, the Element of Honestly and a well known farmer. Sweetie Belle is the younger sister of Rarity, the Element of Generosity and a top fashion designer. Scootaloo is personally trained by and seen as a younger sister to Rainbow Dash, the Element of Loyalty and a very talented Wonderbolt. Compared to them he feels very insignificant, at least towards a Princess like Twilight Sparkle.

Granted Rumble is just the younger brother of Thunderlane, the stallion himself is known to be very talented and even recognized by the Wonderbolts, having joined the Academy to become a Wonderbolt himself. Dinky is closer to his league in a way, but even she's being trained by Twilight for her talent at magic, all he does is dance.

"Are you sure I'm special though?" Tender Taps asked. "I don't feel special."

"You're just modest, that's a great trait to have," Starlight said.

"Yes, modesty is very important, The Great and Powerful Trixie knows all about being modest after all," Trixie boasted.

Starlight just stared in disbelief, but shrugged it off, Trixie is just being Trixie after all.

"Thanks, both of you," Tender Taps said. "Starlight, you're a great older sister, and Trixie you're much nicer than the others think you are."

"Here's my lesson to you Tender Taps," Trixie said. "Don't compare yourself to other ponies, just feel confident in who you are. Most ponies don't see much of me, but it just makes me want to try harder and show my talents. Even if doesn't work out at first, I try again and show them the greatness that is Trixie."

The mares released their hug as Tender Taps began to trot off. His face was still very red, he liked the affection but he can't help but feel a bit weird.

"I'll see you both tomorrow," Tender Taps then trotted off, the two mares giggling a bit.

"He looks cute when he's shy, probably another reason Twilight likes him, and why she seems to tease him a bit," Starlight said.

"What does Twilight like about all of them though? Is she gonna make them to be the saviors of Equestria as well?" Trixie asked.

"Nothing like that, she just likes being a mentor, and those foals have unique talents to them," Starlight said.

"Some of them don't have a Cutie Mark though," Trixie pointed out.

"That doesn't mean they aren't talented, besides that can also mean they still have yet to show their true potential," Starlight said.

"Good point, still I must admit that Sweetie Belle and Dinky are very talented, you're doing a great job as their teacher," Trixie said.

Starlight felt a little relief, "Thanks Trixie, I hope Twilight will be proud."

Trixie started making her way out, "I guess I'll be off. See you and the foals tomorrow."

"Bye Trixie," Starlight said as her best friend left. She went back towards where she makes the lessons and began to wonder. "I need more to teach them, too bad Sunburst isn't here, he'd have some good ideas."

Sweetie Belle had been passing through Ponyville on her way home. She feels a little more confident in her magic after the lesson and hopes to be able to move on to stronger spells. On her way through Ponyville, she saw Rumble walking with Scootaloo on the way to her home.

"Thanks for spending the day with me Rumble, it was so fun, and the shakes were great," Scootaloo said.

"Yeah, I had fun too, you're a nice pony to be around," Rumble said.

"You really think so?" Scootaloo asked, feeling a bit excited.

"I do, I mean I know we've done stuff with the others but it was a lot of fun doing these things with just you. Maybe we should try to do stuff a little more often," Rumble said.

Scootaloo nodded eagerly, "I'd really like that..."

He got to her door and faced her once again, "I guess I'll see you and the others tomorrow."

"Right, but can you answer one thing now?" Scootaloo asked.

Rumble looked curious as he nodded, "Sure, what is it?"

Sweetie Belle also became curious, though had an idea of what Scootaloo may have wanted to ask. She quietly moved closer but did her best to not be noticed by the two.

"Does this mean that we could have been a couple if we had the chance?" Scootaloo asked.

Rumble looked a little uncertain, even though he knew she would have asked the question, he was hoping she was fine with just being friends with one another.

"It really doesn't matter Scootaloo, I'm with Sweetie Belle, and we're very happy together," Rumble said.

"I just need to know, could we have been a couple?" Scootaloo again asked.

Sweetie Belle became even more curious, focusing on Rumble hoping to see what his reaction would be.

"Truth be told Scootaloo, I'm not sure if we could have been," Rumble said. "You're a great friend, but I think that's all I could see you as."

Scootaloo looked very disappointed and faced the ground, "Oh, I see."

Rumble placed his hoof on her shoulder, getting her attention as she looked into his eyes. "You'll find somepony, you're a really nice filly. I just prefer more delicate fillies like Sweetie Belle."

"Delicate?" Scootaloo asked. "Aren't I delicate?"

"I don't see you that way, you're a tough filly, I like that about you but it's not really enough to make me fall in love with you. That's just me though," Rumble said.

Scootaloo looked aside, "I can be delicate too Rumble." She then faced him again with affectionate looking eyes, "I could have been what you wanted."

"But Scootaloo-" Rumble tried saying but Scootaloo interrupted him by holding her hoof up, signaling him to stop.

Scootaloo leaned in towards his face, stopping right before as she stared into his eyes. Rumble wanted to leave, but couldn't seem to just move out the way. Something about her stare kept him from moving.

After a few seconds of staring and awkward feelings, Scootaloo then slowly leaned in a bit more until she had him in a kiss. Rumble's eyes widened as he felt the other filly kiss him. What surprised him was how gentle she was during the kiss, hard to believe a filly with such a tough attitude could be that affectionate.

Sweetie Belle just stared in disbelief as she watched one of her best friends kiss her coltfriend. She believed that Scootaloo probably would try this, but she was hoping to have been wrong. She felt some sense of anger and disappointment in her friend, though wanted to see how Rumble would react to this.

After a few more seconds, Scootaloo broke away with a hopeful look on her face. "Was that delicate enough?"

Rumble was still somewhat surprised, but after a few seconds, he shook his head a bit and faced Scootaloo. "Yes, it was delicate, but since it wasn't from Sweetie Belle, then it doesn't mean anything to me. I'm sorry Scootaloo, I like her, not you." Scootaloo just stared in shock and surprise as Rumble turned away. "We can be friends, but that's all."

With that Rumble flew off, leaving Scootaloo a bit disappointed as she went into her house.

Sweetie Belle looked on with some satisfaction. She's glad to know that Rumble truly cares only for her, and he values her as a marefriend. That alone made it worth seeing another filly kiss him, because now he knows even more that she's best for him.

Though she does somewhat pity Scootaloo, she had a crush on him before she did, even if Rumble never liked her that way. But she also knows that Scootaloo really needs to move on, maybe with Tender Taps or any other pony.

For now, she's just glad to know that Rumble is definitely the colt for her.


	8. Changelings in Ponyville

The next morning, Rumble is making his way towards Sweetie Belle's home, hoping to walk with her to the castle. On the way there, he saw her making her way towards him.

"Hey Rumble!" Sweetie Belle said as she trotted to him, surprising him a little.

"Oh, Sweetie Belle, I was on my way to your house," Rumble said.

"I figured, you're coming to watch me and my lessons again right?" Sweetie Belle asked.

"Of course, seeing you get better has been fun to watch," Rumble said.

"You're so sweet, I love that about you Rumble," Sweetie Belle said and kissed his cheek.

Rumble blushed at that, "Thanks, you're so kind Sweetie Belle." Rumble looked aside, then started to remember when Scootaloo kissed him. Even if he didn't kiss her, he was still in a kiss with a filly that wasn't Sweetie Belle, that didn't seem right with him. "You know, I really like you Sweetie Belle."

"I know, you're my coltfriend," Sweetie Belle said as if pointing an obvious fact.

"I am, and I'm really happy to be your coltfriend," Rumble said.

Sweetie Belle turned to him with a smile, "I know you are, I can see it every time I'm with you."

"Yeah...I really, really like you a lot Sweetie Belle," Rumble said.

Sweetie Belle started to giggle, "Wow Rumble, you're really making it obvious aren't you? Did your 'date' with Scootaloo help you realize that?"

Rumble blushed a little, "Yeah, it did, in many ways."

Sweetie Belle turned to Rumble with a sly grin, "So...did you two kiss?"

"WHAT!?" Rumble shouted in disbelief. "Why would you ask me that!?"

"Just curious," Sweetie Belle said. "Well did you?"

Rumble started to sweat, a lot, the fact that his marefriend ask such a question so randomly, though to make things worse, he knows that he did kiss her. If he told her that he did, she might get angry. But he can't tell her otherwise, because she might find out later and be even more angry.

"Sweetie Belle, please listen to me, I-" Rumble's explanation was interrupted.

"Let me guess, she kissed you, but you didn't like it because it wasn't me, I'm the only filly that matters to you right?" Sweetie Belle asked.

Rumble was surprised, that was fairly accurate. He could only hope that she still believed that. "Yes...she kissed me, and I swear I didn't care for it."

Sweetie Belle stared for a moment, making Rumble a little nervous, hoping she wasn't gonna be mad. Suddenly she simply nodded, "I know, don't worry I trust what you say."

Rumble looked a little more surprised, he didn't expect her to be this understanding. "Wow really? That's it?"

"Yeah, I'm not mad or anything, not at you at least," Sweetie Belle said.

Rumble sighed in relief, "That's good, I'm glad you're such an understanding marefriend. You're the only one I care about kissing."

"I know I am," Sweetie Belle said as she kept walking. "Let's just hurry to the castle."

Rumble then started to wonder, "How long before your sister comes home? It feels like it's been a while."

"Probably soon, depends on how long this Friendship Problem takes," Sweetie Belle answered.

"I'm just a little worried about her, suppose another enemy tries to take over Equestria?" Rumble asked.

Sweetie Belle became a little worried herself, she hadn't thought about that part. "I'm sure she'll be fine, Twilight's there and so are Thorax and The Changelings."

"I guess you're right," Rumble said, though still looked a little worried. "I just hope she and the others come back soon."

As Rumble thought about this, he felt Sweetie Belle nuzzling against him.

"I know you're worried, because I worry too. She is my big sister after all. But she's handled worse and came back alright, she's much stronger than she looks after all," Sweetie Belle said.

Rumble nodded, "Yeah, she's part of the Elements of Harmony."

"I appreciate you worrying about her, you're so caring to do so. But like I said, she's pretty tough, so you don't need to worry too much," Sweetie Belle said.

"Yeah, maybe it's from my brother. I think he misses her, he's probably worried about her as well," Rumble said.

"They've gotten really close too, she said something about him knowing how to really keep her happy," Sweetie Belle said.

"Keeping her happy?" Rumble asked, then blushed a little. "Um, I think I figured out why Flitter brings me to her house whenever Rarity comes over."

Sweetie Belle looked curious, then the more she thought about it, the more she started to blush. "Let's just forget about this and hurry."

"Right," Rumble said, the two galloping towards the castle.

Also on the way there, Scootaloo is seen trotting to the castle, though not feeling too eager to go. Part of her wonders why she should even go, she's gonna feel too awkward around Rumble, even more around Sweetie Belle, plus she's feeling a little irritated and knows if she goes to the castle, she'll have to be around Trixie, and that won't help.

"I wonder if I should just go back home, but I really don't have much to do there," Scootaloo said to herself. "But how's Rumble gonna feel when he sees me? I wish Rainbow Dash were here so I can ask her what to do, I'm not sure if Starlight could help though."

As she walked, she had no idea that three Changelings had spotted her. They could feel the love radiating off of her, even mixed with sadness.

"This could be good for the Queen, this young filly is oozing with love, and it seems like she knows Starlight Glimmer. Plus it sounds like she has friends, which means more love for us to take," one Changeling said, then turned to one of his allies. "Find the others and the queen, I'll keep an eye on things."

The other Changeling nodded and flew off while the current two Changelings secretly followed Scootaloo towards the castle.

At the castle itself, Apple Bloom, Dinky and Tender Taps had already arrived, waiting in the teaching room with Starlight and Trixie.

"Sweetie Belle should be here soon, then we can resume your magic lessons," Starlight said.

"Um, any chance you could give me some solo practice though?" Dinky asked. "I feel like Sweetie Belle surpassed me and I want to catch up to her."

"Huh? Um I guess I could give you a little something," Starlight said, looking through her lessons.

"Or perhaps I can help you," Trixie offered with her usual confidence.

"That's fine," Starlight said. "I think I found something, I do remember that you were having more trouble with teleportation than Sweetie Belle, I'll help you on that."

"That sounds great," Dinky said, smiling a bit.

As Starlight got started, Apple Bloom turned to Tender Taps, "Hey, how do you think it went with Rumble and Scootaloo?"

"How what went?" Tender Taps asked.

"You know, their date," Apple Bloom said.

"Date? You mean Rumble spending time with Scootaloo?" Tender Taps asked. "I'm not sure if it should be called a date."

"That's what they're calling it, anyway you think Rumble will start to like Scootaloo better or will he stay with Sweetie Belle?" Apple Bloom asked.

Tender Taps furrowed his brow, "You're seriously asking that? Rumble is very happy with Sweetie Belle, they always think about each other and are practically stuck together."

"But Rumble never really gave Scootaloo a chance until now," Apple Bloom said. "In a way, our plan to get Scootaloo her coltfriend may have worked out the way it was supposed to."

"I can't see that happening, Scootaloo's a nice filly, she's really pretty too, but I don't see Rumble going with her when he already has Sweetie Belle," Tender Taps said.

Apple Bloom looked curious, "Hey, am ah pretty too?"

Tender Taps blushed, "What's with that question now?"

"Just wanna know, do you think I'm pretty too?" Apple Bloom asked.

Tender Taps turned away with a blush, "Well, yeah you're pretty, I won't deny that."

Apple Bloom nuzzled next to Tender Taps, "Good, cause I've been thinking myself. Ah was hoping that the two of us could do something together sometime."

Tender Taps chuckled a bit nervously, "Finally asking me out? That would be nice I'll admit."

"Good, we'll set something up. Ah can't wait to be with you," Apple Bloom said, giving Tender Taps a flirty stare, to which the young colt turned bashfully turned away.

Not too long later Sweetie Belle and Rumble had finally arrived, having been greeted by Trixie at the front door.

"You really seem to like coming over," Rumble said.

"Of course, I want to be a good friend to Starlight after all," Trixie said.

"At least you have that good quality about you," Rumble said, much to Trixie's annoyance.

"Just go inside," Trixie said, trotting into the room with Rumble and Sweetie Belle following.

"Um, you think Scootaloo's here? What if things get awkward?" Rumble asked a bit nervously.

"I'd like to know if she's here myself," Sweetie Belle said, a little annoyed. Even if she's understanding of Rumble, she still doesn't care to know that Scootaloo kissed her coltfriend.

The two arrived in the room with Trixie getting everypony's attention. "The lovey-dovey foals are here."

Sweetie Belle angrily blushed, "Trixie!"

"Well you are," Trixie said with a sly grin.

Rumble huffed a bit, "Why is she so annoying?"

Starlight waved to the two foals, "Come on in, we'll start in a moment Sweetie Belle, I'm just helping Dinky with one little thing."

"That's fine," Sweetie Belle said, trotting towards Dinky, though looking around. "Scootaloo's not here yet."

Rumble also looked around, "Guess Scootaloo's coming later." He sat with Apple Bloom and Tender Taps, not really noticing the blush on the colt's face.

Scootaloo was outside, thinking about if whether or not she really wanted to enter the castle.

"I want to...but how am I gonna talk to Rumble after what happened?" Scootaloo wondered to herself.

As Scootaloo was deciding, she suddenly started to feel weird. She shook her head a little to get her senses back but it didn't work too well, she just felt weirder and suddenly her eyes briefly glowed green.

When she felt like herself, she heard what sounded like two ponies approaching. When she turned around though, it was actually two Changelings.

"Huh? What are Changelings doing here?" Scootaloo asked.

Since the two Changelings looked transformed, Scootaloo had no real reason to worry, but she was curious as to why there were there.

"We were sent by King Thorax and Princess Twilight to speak with Starlight Glimmer," one Changeling said.

"Thorax and Twilight? Is everything fine over there?" Scootaloo asked.

"Uh yeah, they just wanted to send a message to let Starlight know that things were going super well," a Changeling said.

Scootaloo stood there a moment, then nodded with a smile. "Sounds good to me, come on I'll bring you inside." As she turned around she felt a little dizzy. "Somehow I feel less energetic than when I came here."

The Changelings let out a secret giggle as they followed Scootaloo into the castle. They arrived to see Starlight trying new spells to teach to Sweetie Belle and Dinky.

"Good, you're both getting better," Starlight said, then noticed Scootaloo and The Changelings. "Looks like we have some guests."

Scootaloo waved, "Hey Starlight, these are Changelings sent by Thorax and Twilight to check up on everypony here."

"I see," Starlight said, approaching the two. "Hi, good to see you both. I'm Starlight Glimmer, a friend of Thorax."

"Oh we know all about you Starlight Glimmer," a Changeling said. "How you defeated Queen Chrysalis and saved all of your friends."

"Oh, I guess you already know me," Starlight said a bit sheepishly.

"I assisted as well," Trixie boasted. "Myself and Starlight make quite a team I would say."

"Yeah, we know you as well Trixie Lulamoon," the other Changeling said. "You have proved rather useful for Starlight."

"Starlight and Trixie are pretty amazing, they along with Thorax and Discord managed to save all of Equestria," Tender Taps said.

"But of course you two know that, I'm sure yer both happy to not have to have Chrysalis around, thanks to Starlight," Apple Bloom said.

"It was nothing really," Starlight said. "Just doing my best to help others. So is there anything else you two needed."

"No, you're all right where we want you," a Changeling said.

With that the two activated some magic to seal all the entrances to the castle, keeping all the ponies inside.

"Huh!? What's going on!?" Starlight asked.

The foals all gathered near the two mares, both who looked ready for any sign of danger.

"What's happening?" Tender Taps asked, trembling a little.

"We're gonna destroy this castle and defeat the Elements of Harmony, and all others Queen Chrysalis considers an enemy," the Changeling said.

Soon both of the Changelings revealed their actual forms, those being the original form of The Changelings.

"What!?" Starlight shouted. "You're with Chrysalis!?"

"But I thought all the Changelings turned good!" Tender Taps said. "Didn't all Changelings follow the idea of shared love?"

"Thorax has no idea what he's doing, he's a weak ruler! Chrysalis always looked out for us, she knew how to get us what we truly needed!" the Changeling said.

"If she knew how then why has your Kingdom had so much trouble? Thorax is ruling the way it's meant to be ruled, love can't be taken, it's suppose to be given," Starlight said.

"Silence! You know not what you're speaking of! Soon more Changelings will come and we'll once again take over this village, then soon the rest of Equestria shall be ruled by Chrysalis and The Changelings!" the Changeling said.

Sweetie Belle huddled near Rumble, "This is scaring me, what do we do now?"

"Don't worry, I won't let anything happen to you Sweetie Belle," Rumble insisted. He put his wing over her hoping to calm her down, despite feeling a bit scared himself.

Apple Bloom tried acting braver, "You won't win! Starlight will find a way to beat you! So will Twilight once she finds out what yer up to!"

"Twilight!" Tender Taps said. "What if they got her too?"

"Thorax is there with loyal Changelings, along with The Elements, she'll be fine," Starlight said.

"Not for long, once Twilight hears of your capture and Chrysalis taking over this town, she'll come running to save you, then we'll capture her too, it's one big trap for her," the Changeling said.

"For now, we'll start by taking these foals," the other Changeling said. "That little Pegasus emits quite a bit of love on her own, I'm curious as to how much power you other foals can give us."

As the Changeling went toward the foals, Starlight blasted it with her magic. The other Changeling went to attack, but Trixie took this chance to attack with her own magic.

"Start moving!" Starlight said, gesturing the foals away from the area.

Starlight, Trixie and the foals rushed through the castle, hoping to quickly escape from the Changelings before they have a chance to notice.

"So much for friendly Changelings!" Dinky complained.

"It's only a few probably, I'm sure once Thorax finds out he'll handle it," Rumble insisted.

Starlight looked around as she ran through the castle, hoping to find a proper exit. "We should be fine, after all there's no way those two Changelings alone could have blocked a way to escape!"

"That's where we come in!" a voice said. Soon more Changelings had appeared near the ponies, surprising each of them.

"More of them!" Dinky shouted.

"Oh crap..." Starlight said, then gestured the foals near her as she charged her magic. "Stay behind me!"

"I'll help!" Trixie said, charging her own horn.

Starlight and Trixie blasted a few, then put up a barrier to stop some magic blasts. Sweetie Belle tried helping by using her own magic to attack, but it merely annoyed one Changeling as it flew in to attack her.

"Sweetie Belle!" Rumble flew over and kicked the Changeling in the face, stumbling it as Starlight zapped it away.

"Rumble!" Sweetie Belle said, hugging her coltfriend. "Thanks for helping me!"

"There's still more!" Dinky said, seeing the other Changelings surround them.

Starlight had an idea, it could cause some damage to the castle, but this was a little more important. "I'm gonna get us out of here, keep standing near me!"

As the ponies listened, Starlight charged up her magic and sent a powerful blast across the floor, creating a big hole at the end of the castle.

"Run everypony!" Trixie shouted.

They ran past the Changelings with Trixie and Starlight occasionally zapping a few to keep them away. As they got outside, Starlight quickly used her magic to cover the hole and leave the rest of the Changelings still inside the castle.

"That was close!" Apple Bloom said.

"But now the Changelings are inside the castle!" Rumble said. "Won't that cause some problems!?"

"The only focus I have now is making sure you foals are safe, I'll handle the Changelings once I get you to a pony who can watch over you," Starlight said.

"Our sisters are still with Throax though," Apple Bloom said.

"We still have Thunderlane, he can keep us safe," Dinky said.

"Right, let's get you over to him as soon as-" Starlight was interrupted when she was hit with a strong magic blast. The ponies turned their attention and saw one they didn't want to see.

"It's Chrysalis!" Trixie shouted.

The Changeling Queen made her way over to the foals, a sinister smile on her face. "It's been a while since I've seen you, Starlight and Trixie. This time you have young foals with you, how adorable."

"You better not have hurt our sisters or their friends!" Apple Bloom shouted.

"My, how worried you must be, it's so cute to see how much you care for your family, as I do for mine," Chrysalis said.

"If you truley cared, you wouldn't have turned away Thorax for his ideas of love through friendship!" Trixie shouted.

"Love through friendship?" Chrysalis said, then laughed it off. "Such a foolish idea, Friendship is for the weak after all."

"It's proven otherwise to you before," Apple Bloom said.

"That's enough out of you, I have more planning to do if I want to take over Equestria, though you and your little friends might prove useful to me if I want to trap Twilight," Chrysalis said.

Soon some Changelings surrounded the group, the foals moving closer to Trixie as she prepared a spell to either fight them off or protect the foals. As The Changelings went to attack, Starlight had arrived in time attempting to fight them off through some magic blasts.

"You're proving to be real pain Starlight," Chrysalis said and tried to blast her, but Starlight stopped the beam with her own magic beam, the two sides struggling to overpower the other. Unfortunately many of the Changelings went to assist Chrysalis and helped her overpower Starlight, knocking her down yet again.

"No Starlight!" Trixie shouted, then looked to the Changelings in worry. She wants to protect the foals but she knows she's not strong enough to do so, despite her claims she isn't the best when it comes to magic.

"Grab them," Chrysalis said.

Trixie went to attack, hoping that whatever she had planned would work. Unfortunately she was easily overpowered by a blast from Chrysalis as the foals were then captured by several Changelings.

"No! Let me go!" Scootaloo shouted, struggling as one grabbed her.

"Ah! Get off!" Dinky said as she was pulled into the air.

Sweetie Belle did her best to hold onto Rumble, the young colt also trying to keep her safe but two of the Changelings pulled them apart and dragged them off.

"No! Rumble!" Sweetie Belle shouted.

"Sweetie Belle!" Rumble shouted as well as both were pulled away by the Changelings and each placed in a magical barrier.

"Good, once The Elements learn of this, they'll desperately come to rescue these poor foals, but by then it would be too late," Chrysalis said with an evil laugh. "Soon Equestria will be mine!"

Starlight struggled to get to Chrysalis, "Leave those foals alone!" She tried to zap Chrysalis again but the attack was blocked and Chrysalis had zapped her down.

"I could destroy you right now, but I like the idea of you dreading your loss. So I'll spare you until I'm fully satisfied with this moment. Don't worry, I'll take good care of these young foals," Chrysalis said.

"Dammit Chrysalis, why are you doing this!?" Starlight asked. "Why can't you just be our friend?"

"That's a humorous idea, if you're so eager for me to have friends, perhaps I can find some. Maybe I'll bring back Tirek, I'm sure he'd make a marvelous friend," Chrysalis said.

"You're gonna destroy this land!" Starlight shouted.

"Perhaps, it matters not, good-bye for now Starlight Glimmer," Chrysalis said.

Moments later, Chrysalis flew off with the foals trapped in their barriers. Starlight looked up and saw the pleading faces of the foals, leaving her feeling like a failure. She felt even more low when she saw how scared Tender Taps looked. She failed as a big sister to him, and a mentor to the rest of the foals.

She needed Twilight, and needed her right away.


	9. Getting Help from Friends

The foals were nervous as they were flown away by Chrysalis. Each one was in a separate barrier, wishing they were near each other for comfort, especially Rumble and Sweetie Belle.

"Rumble, I'm so worried. I really want you next to me," Sweetie Belle said, almost in tears.

"I know, I'm still here for you," Rumble reassured, giving her a gentle smile.

Scootaloo started banging on the barriers, "I'm gonna make you all regret capturing us!"

"Yeah!" Dinky shouted. "We've been training with Starlight Glimmer! Well mostly me and Sweetie Belle, but still!"

"Oh be quiet!" a Changeling shouted. "What annoying little pests."

"Ignore them," Chrysalis said. "Their just being bratty little foals, they'll learn soon enough of our power."

"What are you even planning anyway Chrysalis?" Apple Bloom asked.

"That is not for you to know, such knowledge couldn't be understood by mere foals anyway," Chrysalis said.

"I'm a lot smarter than ah look, and ah could say the same fer mah friends," Apple Bloom said.

"Still, I don't see the need to explain myself to children," Chrysalis said.

Rumble hit the barrier a bit, "You won't win, whatever you're planning! Soon Starlight will find us, or she'll get Twilight and Thorax to help! You're not strong enough to defeat all of them!"

"Watch your tone with our Queen brat!" a Changeling shouted.

"He's not wrong!" Sweetie Belle shouted. "Once my sister Rarity finds out about this, she's gonna be mad! I wouldn't be surprised if her coltfriend and Rumble's big brother Thunderlane finds out sooner! He's gonna be just as mad!"

"Just as I expect," Chrysalis said. "They'll come to find you, because they love you, and that love will give us power. Plus with you around, I have something over them, making it much easier to defeat them."

"Don't underestimate their abilities Chrysalis!" Rumble shouted. "They're gonna beat you, so you might as well just let us go and fly away for good!"

"Just be quiet!" a Changeling shouted and hit the barrier hard to cause a magic zap to Rumble.

"Ow, that hurt! Jerk!" Rumble shouted, rubbing his sides.

Sweetie Belle huffed in anger. "Hey! Don't hurt my coltfriend!"

"Quiet or you'll feel that too!" the Changeling shouted.

Rumble growled a bit, "Don't you say that to her! I'll fight you myself!"

"Aw, such young love, keep those two close together if you don't mind," Chrysalis said.

"As you wish," the Changeling said, moving the orbs near each other.

"Rumble..." Sweetie Belle said, her hoof on the barrier.

"Don't worry Sweetie Belle, soon the others will save us," Rumble said, hoping to look reassuring as possible.

Truthfully Rumble himself was very scared, but he wouldn't show that in front of Sweetie Belle. He has to make sure she feels safe and have hope that they will be saved.

Tender Taps was just sitting in frustration. He had just gotten a chance to date Apple Bloom, now he was captured by Changelings. He doesn't even know what to do now. He really hopes to see Twilight again, he hopes she can save him from the Changelings.

Apple Bloom noticed how upset Tender Taps looked, then the others. It angered her, she needed to figure out something. She could just wait for her sister and her friends, but that might take too long. She needed to figure something out herself, so she kept a close eye on everything, looking for a good chance to escape. She won't let her friends down.

Back with Starlight, she is struggling to get up after her attack from Chrysalis, "Damn, that wasn't pleasant." She then noticed Trixie making her way towards her.

"That didn't turn out so well now did it," Trixie asked.

"No, and now I'm worried about the foals," Starlight said. "They're probably really scared right now."

"Of course, being captured by Chrysalis isn't very pleasant, I know from experience," Trixie said.

Starlight glared a bit, "That's not helping."

"Sorry, but truthfully it's worse for me, because I know what they're going through, I don't like that, I want to save those foals as much ads you do," Trixie said.

"We obviously can't do it alone, we're gonna need help," Starlight said.

"From who though? Twilight is all the way at The Changeling Hive, how did we even get there the last time?" Trixie asked.

"Discord! But I don't know how to call him," Starlight said.

"I don't think he'd help this time, he has nothing to benefit. Besides I would rather not work alongside him if I can help it," Trixie said.

"Trixie, now isn't the time for your dislike of Discord," Starlight said.

"I still have my other point. Anyway we really should go find Rumble's brother like you suggested, he'll need to know what's going on," Trixie said.

"Right, let's go," Starlight said, leading Trixie towards where Thunderlane's home is.

After some searching due to Starlight not having been to Rumble's home often, in fact she doesn't really go there at all and has only passed by on occasion, eventually they found where Rumble lived in Ponyville.

"Alright, here we go," Starlight said and knocked on the door, waiting for a response. "Wait, how am I even gonna tell him this!?"

"Tell him what? That his brother was captured by Changelings?" Trixie asked.

"Yes that, imagine being told something like that!" Starlight said.

"Well if he's gonna help, he'll need to know," Trixie said.

Starlight sighed, "You're right, Thunderlane is a good pony to help since he's trained by The Wonderbolts."

"I'll help you tell him, make it easier for you," Trixie said.

Eventually the door opened, Thunderlane was standing at the doorway. "Starlight Glimmer? Little surprised to see you."

"Yeah, surprising huh?" Starlight said with a nervous chuckle.

Thunderlane turned to Trixie, "Aren't you that mare with the silly magic tricks?"

"They're _not_ silly," Trixie said, looking really annoyed.

Thunderlane shook it off. "Anyway what brings you both here? Especially you Starlight, aren't you giving magic lessons or something?"

"About that, there was a little problem, you see-" Starlight was interrupted by Trixie.

"Hold on, before you answer that," Trixie looked to Thunderlane. "Have you noticed anything strange by the way?"

"Strange?" Thunderlane asked. "Strange how?"

"Like anything a bit unusual?" Trixie asked.

Thunderlane looked around a bit, unsure what to think. "I haven't?"

"Trixie, what are you doing?" Starlight asked.

"Making sure he's really Thunderlane," Trixie said.

"Huh? Why wouldn't I be?" Thunderlane asked.

"I have my reasons," Trixie said, getting close to him, examining his face.

Thunderlane looked a bit worried, "You're kinda freaking me out."

Starlight decided to ask Thunderlane something to make sure herself. "Hey Thunderlane, are you daring anypony?"

Thunderlane blushed, "Um...well yeah, I'm kinda dating Rarity."

"What about your little sister?" Trixie asked.

"Um...I have a brother," Thunderlane corrected.

"And who is your little brother?" Trixie asked.

"His name is Rumble, why are you asking me this stuff?" Thunderlane asked.

Trixie glared a bit longer, then turned to Starlight. "His name actually is Rumble right?"

Starlight furrowed her brow, "Yes Trixie! You still haven't figured out his name!?"

"Wait I remember, Rumble's been saying how you've come to the castle to be a pain!" Thunderlane said.

"I don't come to be a pain! I come to help but the foals are being...oh wait, if you know this then you're definitely not a Changeling," Trixie said.

Thunderlane scoffed, "Of course I'm not a...wait Changeling?"

"Yeah, Changelings came into Ponyville and captured Rumble and the other foals. We wanted to make sure they weren't pretending to be anypony else," Trixie said.

Starlight's eyes widened at how Trixie just said it so casually almost. "Trixie!"

"What is it?" Trixie asked, looking to Starlight. "I'm just making sure he's not a Changeling."

Starlight pointed to a now freaked out Thunderlane. Trixie started to realize that perhaps she didn't say that as well as she should have. "I should have worded that better."

"My little brother was captured by Changelings!?" Thunderlane shouted, then flew up to look around. "Which way did they go! I gotta get Rumble back!"

"Thunderlane what's happening!" they heard from inside the home. The two looked to see Flitter running outside. "What's this about Rumble and Changelings!?"

Cloudchaser also ran outside and noticed Starlight and Trixie, "What's going on!?"

Thunderlane landed down and faced his two friends, "Rumble's been captured by The Changelings! He and the other foals, including Dinky!"

Flitter's pupils shrank, "My, little, Rumble...?" Suddenly tears formed in her eyes. "He's been captured...by those Changelings!?"

"Hey hold up!" Cloudchaser said. "What's going on anyway? I thought Changelings were our friends now! Did that Thorax guy trick us or something!?"

"It wasn't Thorax, these Changelings are still loyal to Chrysalis, she even showed up herself to take the foals," Starlight said.

"Chrysalis! She's back!?" Flitter asked.

"Yes, she's trying to take down Twilight again, I thinks he wants to use those foals for her plan," Starlight said.

"We gotta do something then!" Thunderlane shouted. "Should we just go after them!?"

"Not alone, we need to let Twilight know. Chrysalis expects her but we don't have much choice, at the very least we can probably get her sooner than she expects, it could take her by surprise," Starlight said.

"Twilight's all the way at The Changeling Hive though," Thunderlane said.

"One of us can fly there and let them know," Cloudchaser said.

"That's a great idea," Starlight said. "Plus maybe we can also let Princess Celestia and Princess Luna know, as well as The Wonderbolts."

"I can talk to The Wonderbolts," Thunderlane said. "Though I'd much rather go find my brother."

"Think about it though," Starlight said. "If you go right now, you might not be able to save him, there's not much you can do by yourself."

"I still have to try, he's my little brother!" Thunderlane said.

"I know he is, believe me I want to just go after them myself but if we don't do this right we won't be saving anypony," Starlight said. "You have to plan this out otherwise things won't go so well."

Thunderlane sighed, "Fine, I'll go see if I can find Spitfire."

"Who's gonna go let Twilight know?" Starlight asked.

"I can do that," Flitter said. "I'm pretty fast, even if I'm not a Wonderbolt or training to be one like Thunderlane and my sister, I can still move pretty fast."

"This might be an odd request, but do you think you can take me with you?" Trixie asked. "I know the situation better and I know Thorax pretty well, I want to be the one to explain it to him. Plus I have an idea of where the Changeling Kingdom is, I've only been there a couple of times since I helped save it but I should be able to guide you there."

Flitter tapped her chin, "Yeah, I should be able to fly you. You don't seem that heavy anyway."

"Alright, and now we just need to get to The Princesses," Starlight said and turned to Cloudchaser. "Mind doing the same as your sister any flying me to the castle?"

"I can do that," Cloudchaser said and lowered herself. "Climb on."

"You too Trixie," Flitter said, lowering herself as well.

The two mares nodded and each sat on the backs of their Pegasus ponies. This felt a little odd to them but they needed to get this done.

"Alright, come on...I'm sorry what was your name again?" Trixie asked.

"My name's Flitter, my sister is Cloudchaser," Flitter answered.

"Ok Flitter, as you might know, I am The Great and Powerful Trixie, but you may simply refer to me as Trixie, though if you choose to use 'Great and Powerful', I will not mind," Trixie said.

Flitter rolled her eyes, then chuckled a bit. "Wow, you really have a grand opinion of yourself, just like Rainbow Dash."

"Yes well, off we go then," Trixie said as Flitter flew up and out of Ponyville.

Cloudchaser also flew up, "It should take long for me to get to Princess Celestia's Castle, hold on tight." With that she too flew out of Ponyville.

Thunderlane flew up, facing the direction of where The Wonderbolts Academy would be, "Really hope they can help." Before he flew off to find Spitfire, he heard another voice.

"Thunderlane!"

Thunderlane turned to see Derpy, "Oh, Derpy it's you."

Derpy flew to him, "What's happening? I think I saw some Changelings not too long ago, then I heard a big blast near the castle."

"Long story, come with me to The Wonderbolts Academy, I'll explain as we're flying," Thunderlane said.

Derpy nodded, "Right." The two then flew off together.

As Flitter flew towards The Changeling Kingdom, Trixie was shielding her face from the wind. "Wow you're a really fast flyer! Why aren't you a Wonderbolt?"

"Wasn't that interested, besides I hear it's pretty tough and I don't think I can handle that. I'm happy where I am though," Flitter said.

"That's all that matters I guess," Trixie said. "So tell me, what's your relation to Rumble?"

"I take care of him with my sister, he's kinda like a little brother. He's very sweet and adorable, I love to give him hugs too. He's a cuddly little colt," Flitter said.

"Seems like that other filly has his attention now though," Trixie said.

Flitter groaned, "Yeah, too much attention. Since he started dating Sweetie Belle, Rumble started to seem different. I can't say it's a bad thing since he's a lot more confident and sure of himself, but I kinda liked when he was a little more shy. It made me want to cuddle with him more."

"Looks like you miss his attention," Trixie said.

"I do, I mean I know he still loves me like he always did and he's still very polite, I just wish he didn't give her that much attention. Plus I worry she's too much like her sister, I've seen those flirty eyes she's been giving Rumble, plus Thunderlane said they've been kissing more and more lately, like really kissing," Flitter said.

"I know, I was them at the castle once, such passion," Trixie said.

Flitter gritted her teeth, "He's not ready for that, those two need to make sure they don't get too passionate."

Trixie shook her head, "Anyway let's not worry about that. Besides I'm sure once Rumble's been saved, he'll more than enjoy a hug from you."

"Right, I'll be the one to save him then," Flitter said with determination. "Anyway are we almost there?"

"Just a bit longer," Trixie said. "Let's hurry."

With Cloudchaser, she and Starlight were already close to Celestia's castle.

"Good thing Ponyville and Canterlot aren't that far from each other," Starlight said. "I just hope none of the Changelings are there either."

"Hey, why would The Changelings only go to Twilight's castle anyway?" Cloudchaser asked. "Why didn't they capture all of Ponyville like before?"

"I don't think there are as many Changelings," Starlight said. "They probably can take over a place like they used to. They have to plan things carefully."

"If there aren't that many, why don't we just go after them ourselves like Thunderlane suggested?" Cloudchaser said.

"I don't know how many there are still, besides if Chrysalis is there then Celestia needs to know," Starlight said.

"Guess you're right, anyway there's the Castle," Cloudchaser said, nearing the castle.

As Starlight looked, she could see Celestia on the Balcony, looking over Equestria. "Let's land there!"

"Wait, is that proper?" Cloudchaser asked.

"I know Celestia, I am the pupil of her pupil after all," Starlight explained.

"Guess you have a point," Cloudchaser said and flew towards the balcony with Starlight calling.

"Princess Celestia!"

Celestia looked to see the two, "Starlight Glimmer, this is a surprise."

Cloudchaser landed on the Balcony, letting Starlight get off as the two bowed to Celestia.

"It's great to see you again Princess," Starlight said.

Celestia nodded, "Same to you Starlight." She turned to Cloudchaser, "A friend of yours?"

"I'm Cloudchaser, I doubt you know me, I'm not close friends with Twilight or anything," Cloudchaser said.

"She's friends with the colt that Rarity's dating, and her friend's little brother is dating Sweetie Belle, one of the ponies Twilight has been giving magic lessons too before she went to see Thorax. Now I'm the one giving her the magic lessons," Starlight explained, then blushed a little. "I don't think I really needed to explain that much."

"It's fine, honestly it makes me happy to hear you and Twilight helping a young filly with her magic, and Rarity's little sister on top of that," Celestia said. "Also this colt, is his name Rumble?"

"Whoa you know about Rumble?" Cloudchaser asked.

"Twilight did mention him a couple of times, saying that two young foals fell in love in her castle, and that it's a very adorable thing to see," Celestia said.

"Wow, Rumble's gonna be excited to know that Princess Celestia knows about him," Cloudchaser said.

"I know about the other foals as well, Twilight speaks very highly of them," Celestia said. "Anyway what brings you both here?"

"It's about those foals actually, they're in danger, and so will all of Equestria if we don't move fast" Starlight quickly explained.

"What's wrong?" Celestia asked. "What's the trouble?"

"It's Queen Chrysalis, she's back!" Starlight said.

"Chrysalis!?" Celestia asked, then furrowed her brow. "What has she done?"

"She captured the foals, she's hoping to use them to get to Twilight as well," Starlight said.

Celestia huffed in displeasure, "That mare...Why must she do such things?"

"We hate to bother you about this but-" Cloudchaser said, but Celestia interrupted.

"It's no bother, my duty is to protect Equestria after all," Celestia said. "Do you have an idea where they went Starlight?"

"That's the thing, I don't know where she went," Starlight said, rubbing her head in shame.

"We'll find them, perhaps I can get assistance from The Wonderbolts," Celestia said.

"Actually my friend Thunderlane already went to find them. We both trained with The Wonderbolts so we can get to their Academy with no trouble," Cloudchaser said.

"It was my idea," Starlight said, then looked aside. "Not to brag but..."

"No it's fine, you're good with planning it seems," Celestia said. "Still I could use more Pegasus ponies to help."

"There's one in my old village, her name is Night Glider," Starlight said.

"Once my sister returns from The Changeling Kingdom she'll help too," Cloudchaser said.

"Has she gone to warn Twilight Sparkle?" Celestia asked.

Cloduchaser nodded, "Yes, along with Trixie."

"Good, I admire your quick thinking," Celestia said.

"Well it was mostly Starlight," Cloudchaser said.

"Come on, I don't mind sharing credit, the five of us planned this out after all," Starlight said.

Celestia tapped her chin, "Perhaps I can also let Shining Armor know, he can assist in his search."

"I can go get him if you'd like," Starlight said. "Maybe Sunburst can also help."

"I'll as Luna to go, you should go with your friend here to your old village since you know where it is and find that other Pegasus," Celestia said.

Cloudchaser nodded, "Right." She turned to Starlight, "Let's go."

Starlight climbed onto Cloudchaser and faced Celestia, "What would you do?"

"What else? I'll be looking for those foals as well," Celestia said.

"You too?" Cloudchaser asked. "Um wouldn't you be sending your guards though?"

"I too wish to find Chrysalis, besides I'm not gonna just do nothing, what kind of Princess would I be?" Celestia asked.

Starlight nodded with a smile, "You're a great Princess."

Celestia extended her wings, "I will let my guards know, you two do what you must."

Cloudchaser nodded and flew off with Starlight, Celestia then flying off herself.

At The Changeling Hive, Thorax is walking with Spike and The Elements, preparing the final lessons for the Changelings.

"Looks like they're understanding friendship much better at least," Twilight said.

"Took them long enough though," Rainbow Dash complained, much to the annoyance of her friends.

"I'm glad you're all able to help, truthfully I don't feel like I have a clue what I'm doing," Thorax said.

"Oh don't stay that, you're a great ruler, you just need a little more practice," Twilight said. "It was hard for me when I first became a Princess."

"But you're not required to rule anything, you help with Friendship, which is easy for you because you have such great friends. Me I have to watch over an entire Kingdom, that's a little scary for me," Thorax said.

"You have friends too, and we're all here to help," Spike reminded.

"Exactly, you don't need to-" Twilight stopped talking a moment when she noticed something unusual. "Is that Trixie?"

The others looked to see Flitter flying in with Trixie.

"Why is she riding on Flitter's back?" Rainbow Dash asked while scratching her head in confusion.

"Wonder why they're even here?" Twilight wondered.

Flitter landed before the Elements and let Trixie off of her back, to the confusion of the others.

"Hey Trixie, it's good to see you but what brings you here suddenly?" Thorax asked.

Trixie looked around, "Question, are all of the Changelings here still good? Like they won't attack or do anything against us?"

"Huh?" Thorax asked. "What's going on?"

"Trixie said that Changelings went to Ponyville, they went into the castle and captured the foals there, including my poor little Rumble," Flitter said.

"What!?" The Element shouted at the same time.

"Wait, Changelings did that!?" Spike asked.

Rarity looked very worried, "They took Sweetie Belle!? My darling little sister!?"

"Apple Bloom too!?" Applejack asked.

"And Scootaloo!?" Rainbow Dash shouted.

Thorax shook his head, "Please tell me this is a type of joke."

Trixie glared at Thorax, "Would I joke about something like that!?"

Thorax nervously chuckled. "Right, you wouldn't sorry." He then turned to Flitter, "Did you see any of them as well?"

"No, though as I flew out of Ponyville I did notice some of the ponies looked scared, they probably saw her as well. I even looked back at Twilight's castle, it looks like something happened to it," Flitter said.

Twilight looked especially worried, "Where's Starlight!? Is she alright!?"

"She's fine, took an attack from Chrysalis as did myself but we're ok. She went with Flitter's sister Cloudchaser to Canterlot so they can let Princess Celestia know," Trixie said.

"Thunderlane is helping too, he went to find The Wonderbolts so they can help," Flitter said.

"If he did then I should go help as well," Rainbow Dash said. "I'll go fly to The Academy and see if I can assist them in any way."

"Not gonna happen!" they heard. Suddenly a group of pre-transformed Changelings arrived before them.

"Huh!? Where did you come from!?" Trixie asked.

"We've been here all this time, pretending to be one of Thorax's Changelings, waiting for a chance to attack," a Changeling said.

Thorax let out a heavy sigh, "Damn, I knew something was off. I should have seen this coming!"

Twilight glared at the group, "Wait, did you cause the Friendship problem here to get all of us to come?"

"In a way, we just wanted you and waited for the day that Thorax needed your help. The fact that all your friends came made it so much easier," a Changeling said.

"Now we can go through with our plan," another Changeling said.

The ponies stood in a stance, looking ready for a fight. Moments later more Changelings came, but it was the ones that had transformed from the Magic of Friendship.

"King Thorax!" the shouted and landed before him, ready to protect everypony.

"Good, let's make this fun!" a Changeling said.

During this, Twilight turned to Rainbow Dash, "Listen, when we give you the chance, you need to fly off."

"Huh? I can't leave any of you!" Rainbow Dash said.

"You have too, we can handle these Changelings but you need to find The Wonderbolts so you can defeat Chrysalis and save the foals," Twilight said.

Rainbow Dash still looked unsure, but gave in with a nod. "Alright then."

Twilight turned back and faced the Changelings, charging her magic. "We won't lose, not to any of you. Our Friendship is that strong!"


	10. Preparing to Battle

Starlight and Cloudchaser were still flying in the air, hoping to get to that village soon. They really hoped to have those foals saved as soon as they can.

"Once we find your friend, what do we do then?" Cloudchaser asked.

"Maybe go find Twilight ourselves, somehow I feel worried for Trixie and Flitter," Starlight said.

"Flitter will be fine, she's tougher than she seems," Cloudchaser said.

"I'm still worried for Trixie, she can be a bit...overconfident," Starlight said.

"Maybe it's a good thing, but if she's with my sister then they should be fine. Personally I wanna try finding those foals, I'm sure they're probably scared, especially Rumble," Cloudchaser said.

Starlight sighed, "This is my fault, I should have taken better care of them."

"Don't blame yourself," Cloudchaser said. "I'm sure you tried at least. Chrysalis is pretty tough I'm sure."

"I just wish I could have protected them better. Seeing the foals get taken away was terrible, especially Tender Taps. I was supposed to be like his big sister," Starlight said.

"Big sister?" Cloudchaser asked. "Like how?"

"He wanted to know what it was like having a big sister, so I adopted him as my little brother," Starlight explained.

"How has that been for you?" Cloudchaser asked.

"Interesting, though I am still confused on how to be a big sister to him," Starlight said.

"Just so you know, you can't just decide to have a brother or sister, relationships like that take time. I know from experience, it took a while before I truly saw Rumble as a little brother. If you want to be his older sister you have to let that come a bit more naturally," Cloudchaser said.

Starlight chuckled slightly, "That's funny, Sweetie Belle said something similar, so did Rumble."

"Of course, they know from their own experience," Cloudchaser said. "It's great that you want to be an older sister, just don't try too hard. Spend more time and you'll grow to love him enough to know how to be a proper big sister.

"Thanks, I kinda like the idea of having a younger sibling, maybe I became a bit too eager," Starlight said.

"I know that feeling," Cloudchaser said as the two kept on flying to Starlight's old village, hoping to find some help there.

Back at the Changeling Hive, Thorax, Spike, Trixie, Flitter and The Elements were getting ready for a fight against the Chrysalis Changelings. Thorax had his own Changelings helping at least.

"Listen, there's no need for this," Thorax pleaded. "If you take the Magic of Friendship, then everything will be fine."

"No way! We don't need friendship!" A Changeling said. "Our Queen will tend to what we need!"

Thorax groaned, "This isn't good."

Twilight turned to Rainbow Dash, "Get ready to fly off."

As the Chrysalis Changelings went into attack, so did the others.

Rainbow Dash attacked a few, knocking some away before flying off. Thankfully for Thorax and his friends, there weren't too many Changelings to fight.

"Twilight, maybe you should go too! We can handle this," Thorax said, keeping one Changeling off.

"Are you sure about that?" Twilight asked, knocking a Changeling back.

"Yes, we'll be fine. Now hurry," Thorax said.

"Find Starlight! Make sure she got to Princess Celestia!" Trixie shouted, keeping away from a few Changelings.

"Let my sister know I got here, and make sure she's alright as well!" Flitter said, kicking a few away.

Twilight nodded and flew off to find some help as well, leaving the others to fight the Changelings.

At The Wonderbolts Academy, Thunderlane was explaining everything to Spitfire.

"Chrysalis sent some Changelings to Ponyville and captured some foals. According to Starlight Glimmer they want to use them as a way to get to Twilight and her Element friends," Thunderlane explained.

"So The Changelings are causing trouble again huh?" Spitfire said, rubbing her chin. "Don't worry Thunderlane, I'll have The Wonderbolts ready to save those foals and stop Chrysalis."

"Please hurry," Derpy said. "I'm so worried about them, especially Dinky."

"Right, I'm really worried about Rumble, we'll move fast though I'm sure," Thunderlane said.

"Of course, we're gonna need to find Rainbow Dash as well, we're gonna need her help," Spitfire said.

"One of my friends went to go get her, she's at The Changeling Hive with King Thorax," Thunderlane said.

"I wonder if he knows anything about this?" Spitfire wondered.

"Not sure, he'll find out soon though if he hasn't already," Thunderlane said.

"I'll go get The Wonderbolts, Chrysalis will be defeated," Spitfire said.

Thunderlane nodded, "Sounds good, thanks."

"We'll help too, I might not be a Wonderbolt but I want to help find Dinky, Rumble and those poor little foals," Derpy said.

"Any help will work," Spitfire said and extended her wings. "Time to start flying."

"Right," Thunderlane said, extending his wings along with Derpy, each of them flying off to get help.

Elsewhere with the foals, as The Changelings flew them to where Chrysalis ordered, Apple Bloom was still trying to figure out how to help her friends. The more time passed, the more worried they became, though some were trying to hide it, especially Rumble. He didn't wanna look scared in front of Sweetie Belle, but he did have his doubts on what would happen.

Apple Bloom knew she not only had to help her friends, but she knew by staying it would also bring trouble for Twilight.

"Hey!" Scootaloo shouted, banging on the barrier. "How much longer do we have to stay in here!"

"Be quiet!" a Changeling shouted. "You'll stay for as long as our Queen demands it!"

"This is so boring though!" Scootaloo complained.

"That isn't our concern! Now be quiet!" The Changeling ordered.

Scootaloo groaned loudly, "When Rainbow Dash finds out, you're gonna regret messing with us!"

"Will you be quiet!" the Changeling shouted, whacking her barrier. It nearly went straight into a horn of another, though it quickly moved out the way.

"Watch it! If that barrier hit my horn they would have escaped!" the Changeling said.

Apple Bloom's eyes widened as did Chrysalis's as she turned to the other Changeling. "Fool! Don't say that so loudly!"

Unfortunately for her, Apple Bloom made this work by banging her barrier into the horn of a nearby Changeling, causing it to disappear as she fell onto the back of another.

"Apple Bloom!" Tender Taps shouted.

"No! Stop her!" Chrysalis shouted.

Rumble was the first to react, knocking his barrier towards the horn of another Changeling, causing his to break. As the Changeling tried to grab him, Rumble quickly dodged and punched the Changeling as hard as he could.

Rumble then quickly knocked Sweetie Belle's barrier into a horn, causing that to break, allowing him to grab his marefriend.

"I've got you Sweetie Belle!" Rumble said, holding her bridal style.

"Rumble, you're so amazing!" Sweetie Belle said, hugging Rumble, getting a blush from the colt.

"You pests!" The Changeling said and tried to zap them, but Rumble was able to dodge, causing the blast to hit another Changeling that tried to grab them both.

"Hey get this pony off me!" a Changeling shouted, referring to Apple Bloom who jumped to push Tender Taps into another Changeling, breaking his barrier.

Tender Taps almost fell, just barely grabbing a Changeling by his leg. "Ah! Too high!"

"Hey! Get off me!" the Changeling shouted, trying to kick Tender Taps off.

"Hey! What are you trying to do!?" Tender Taps shouted, dodging the kicks. "Come on, seriously!"

Rumble took this chance to kick Dinky to another Changeling as Apple Bloom pushed Scootaloo, both barriers breaking as well.

Dinky fell, grabbing a foreleg of a Changeling. "Ah! This is too high up!"

Scootaloo tried to fly but couldn't keep her body up, "Not good!"

Soon each foal had fell since Scootaloo stopped flying, Dinky slipped and Tender Taps was knocked off. Fortunately Rumble was quick enough to catch them as each of them landed on his back, though he found himself barely able to stay flying.

"Too...much!...Can't...stay...up!"

Chrysalis angrily growled, aiming her horn at them. "You either come with me, or I'll destroy you right now!"

Suddenly Apple Bloom had jumped onto Chrysalis's back and managed to do a strong buck kick to her face, knocking her dizzy as she jumped off and fell, grabbing Rumble's tail by her teeth, pulling him down more.

"Ah! Too heavy!" Rumble shouted as he started falling, though did his best to keep flying, though couldn't hold all five foals.

"After them!" The Changeling shouted, some flying after the foals.

As Rumble began falling, he noticed a nearby cloud. Hard as it was, he was able to land on it, though had to keep holding his friends since they could not walk on clouds aside from Scootaloo.

He managed to use the cloud to float down to the ground, and once he was close enough, he jumped off and kicked the cloud hard towards the Changelings as lightning came out of it, zapping them away as he and the other foals landed on the ground.

Apple Bloom stood up, shaking her head a bit, "Wow, that was quite adventurous."

"That was also nuts!" Dinky shouted. "Couldn't you have planned that a little better!?"

"Hey ah got us to safety didn't I?" Apple Bloom said.

"Not quite yet, I think they're coming back for us!" Scootaloo warned, pointing to the other Changelings.

"Time to go then!" Rumble said, grabbing Sweetie Belle onto his back and flying off with the other foals quickly following.

Chrysalis looked really displeased, "I can't believe those foals made a fool out of me! I'll give some credit to that little filly with the red mane, she is much smarter than I gave her credit for."

"What should we do now?" a Changeling asked.

"What else? Go after those foals right now!" Chrysalis shouted, causing the Changelings to quickly fly off. "Even if they got away, I still have the attention of Twilight Sparkle. Plus I doubt those foals could find her or that pain of a pupil Starlight Glimmer."

Back with Starlight Glimmer, she had arrived in her old town with Cloudchaser, getting the attention of the ponies there, including a friend of hers.

"Hey Starlight," she heard Double Diamond greet. "Great to see you again."

"I'm happy to see you as well," Starlight said, then noticed the others make their way over, including Party Favor, Sugar Belle and the pony she needed to see, Night Glider. "Great to see all of you too."

"So what brings you back Starlight?" Double Diamond asked, and noticed Cloudchaser. "Also who's your friend?"

"That's Cloudchaser," Starlight introduced. "Also we kinda need help with something, it may involve saving Equestria."

"Saving Equestria?" Double Diamond asked. "From what?"

"Queen Chrysalis," Starlight said. "She's returned and she captured some foals I was mentoring."

"Did you say Queen Chrysalis!?" Double Diamond said.

"That's horrible!" Sugar Belle said.

"How can we help?" Party Favor asked.

"Actually we need help from Night Glider," Starlight said.

"Who me?" Night Glider asked. "How?"

"If you can, we need you to fly over Equestria, maybe you can help find the foals and any of the Changelings loyal to Chrysalis, you'll be assisting the Wonderbolts," Starlight said.

"The Wonderbolts?" Night Glider asked. "Wow, must be really big then."

"Of course it is," Cloudchaser said. "One of the foals that was taken is the younger brother of one of my friends, and somepony I deeply care about."

"Then I won't let you down," Night Glider said with determination.

"Can the rest of us help?" Double Diamond asked.

"For now just keep a lookout for any Changelings, make sure you protect this village," Starlight said.

"Sure thing," Double Diamond said, then turned to Night Glider. "Good luck, and be careful."

"Don't worry, I'll handle this no problem," Night Glider insisted, then turned to Starlight. "Lead the way."

Starlight got back on Cloudchaser and flew off with Night Glider.

Elsewhere Rainbow Dash is seen flying towards the Wonderbolts Academy, moving as fast as she could. It didn't take long before she noticed some of them were already flying out. She could see Spitfire among them, along with Thunderlane and Derpy.

"Hey! Spitfire!" Rainbow Dash shouted as she flew towards Spitfire.

Thunderlane seemed happy to see Rainbow Dash, "Awesome, hey Rainbow Dash!"

"Sup Thunderlane!" Rainbow Dash said, flying over to him.

"Hey Rainbow Dash! Good to see you!" Spitfire said.

"You too Spitfire," Rainbow Dash said, then noticed the other Wonderbolts. "Hey Soarin, Fleetfoot, good to see you both as well."

"Yeah, you too Rainbow Dash," Soarin said.

"Looks like there's some trouble with The Changelings, I thought they'd be our friends though," Fleetfoot said.

"It's just a few," Rainbow Dash said, "Looks like most of the talented ones came, except Sky Stinger and Vapor Trails."

"Well they are still training, better to get the more experienced Wonderbolts first, even if those two are talented," Spitfire said.

"They'll get their chance soon I'm sure," Rainbow Dash said, then turned to Thunderlane. "So you actually managed to get Spitifre?"

"Of course, just like Starlight asked me to do," Thunderlane replied.

"Good, glad to see you're not being lazy," Rainbow Dash joked, much to Thunderlane's annoyance.

"I told you I was sick!" Thunderlane said.

"Relax, I'm just messing with you," Rainbow Dash said.

Derpy groaned, "This isn't the time for joking around! The foals are in danger!"

"That's right," Spitfire said, and turned to Rainbow Dash. "We're all gonna need to work to stop Chrysalis."

"Did Flitter show up with Trixie?" Thunderlane asked.

"Yeah, but some Changelings attacked us as well," Rainbow Dash said. "Twilight, Thorax and the others are fighting them off right now."

"Hopefully she'll be alright," Thunderlane said.

"I'm sure she will be," Spitfire assured. "For now let's look for these Changelings and the foals with them."

"Right, let's go," Rainbow Dash said, flying off with the others.

With Twilight, she was seen flying through the skies, hoping to find Rainbow Dash or even the foals.

She stopped to look around, trying to see if she was near any place familiar, "I hope there aren't too many Changelings. I don't think a lot of them are still with Chrysalis, a majority of them still seem to be with Thorax." As she kept flying, three Changelings blocked her path. "Not more of you, it would be so much easier if you just go with The Magic of Friendship!"

The Changelings then flew at her, but before they could attack, a teal-coat Pegasus with a blond mane came in and kicked one to the ground, hit another with a strong punch and took down the third with a mid-air kick.

"Whoa! That was impressive!" Twilight said.

The Pegasus looked around and pointed behind them, "More are coming, let's go Princess."

"You don't need to be so formal, you may just call me-"

The Pegasus interrupted, "Hey move now or they'll catch up to us!"

Twilight nodded, "Right, sorry."

The Pegasus flew Twilight away, taking them to the ground and out of sight from The Changelings. "That was a close one."

Twilight nodded, "Right, thanks for helping me. Um, who are you anyway? I feel like I've seen you before."

"Probably," The Pegasus turned to Twilight, "I'm Lightning Dust, an old friend of Rainbow Dash."

"Lightning Dust?" Twilight said, then remembered something. "You came from The Wonderbolts Academy."

"Yeah, should have been something more, that didn't turn out like I expected, not that it matters right now," Lightning Dust said. "Anyway let's get you someplace safe."

"I'm actually looking for Rainbow Dash, would you mind helping me?" Twilight asked.

Lightning Dust shrugged, "Fine then, let's just hurry."

As Lightning Dust flew off, Twilight began to wonder, "This is surprising, at least I have some help though." She too flew off with her.

Back with the foals, they had ran far enough from any of the Changelings and were hiding near a forest area.

"Wow that was close," Apple Bloom said, then looked around. "Everypony ok?"

"I'm fine," Scootaloo said. "That was so intense, can't believe we got away from Chrysalis."

"Still feel kinda worried," Tender Taps admitted.

Rumble was panting a little, "I'm glad we're all safe."

"Yeah, I'm glad too," Sweetie Belle said, still on Rumble's back. "Um, you can let me down now though."

Rumble blushed, realizing he was still carrying his marefriend. "Right, sorry."

"That's fine," Sweetie Belle said as Rumble lowered himself so she could get off. "I'm kinda glad you were so brave for me."

Sweetie Belle gave Rumble a nice kiss as she got off, getting a blush from the colt. "It wasn't much really."

"It was for me, you're my brave Knight Rumble," Sweetie Belle said.

Dinky groaned, "Again with the Brave Knight stuff, that gets really old and annoying."

"Don't be jealous!" Sweetie Belle said.

"I'm not being jealous!" Dinky shouted. "Try to imagine always having to be around that type of mushy talk!"

"It's because you don't have somepony to be mushy with, if you did you'd understand more why me and Rumble have those moments," Sweetie Belle said.

Apple Bloom groaned, "Can you two just stop fighting fer now, we need to find a way back, I'm sure Starlight is worried about us."

"How are we gonna get back though? We don't know where Ponyville is," Sweetie Belle said.

"Rumble you can lead us, yer a Pegasus so you can fly and look fer places," Apple Bloom said.

Rumble looked surprised, "Me? I'm not sure if I can Apple Bloom."

"You gotta try, who else can do it?" Apple Bloom asked.

"I'm not the type of Pony that's good to lead. You should be the leader, you're smarter," Rumble said.

"Me? I'm not the best one to leader," Apple Bloom insisted.

"You have what it takes Apple Bloom, you're kind of already a leader with Scootaloo and Sweetie Belle, plus you can get other ponies to listen to you, and when you're focused on something, you do what you can to get it done," Rumble said.

Apple Bloom still looked unsure, "Ah can't promise I'll be any good though."

"I believe in you Apple Bloom," Tender Taps said. "Not only are you smart, you're also strong as well, both your will and actual strength. You quickly figured out a way to save us, and you kicked Chrysalis really hard too! I think you should be the leader."

Apple Bloom shyly rubbed her head, "Alright, I'll give it a try. Still ah need Rumble to fly up and see if he can find anyplace familiar, or at least a town fer us to go to fer now."

"Sure thing," Rumble said and flew up, searching around a bit. A few seconds later, he flew back down, shaking his head. "I don't see anyplace just yet."

"We'll just keep searching. But ah do know that we came from that direction," Apple Bloom said, pointing a certain way. "Ponyville should be that way, we'll make our way there fer now until we find a place we're familiar with."

The foals nodded and started walking toward Ponyville, or hoping to find a place they can stay at for the moment.

As they walked, Tender Taps quickly trotted next to Apple Bloom. "I'll stay close to you, I'll feel a bit better."

Apple Bloom giggled a bit, then gave a flirty look. "That's fine, we'll be a lot closer after this is over."

Rumble walked with his wing over Sweetie Belle, keeping her close to him. "No matter what, I'll keep you safe."

Sweetie Belle blushed and kissed his cheek, "You're so sweet, and so brave."

Rumble wasn't sure if he really was brave, but he did mean what he said. He'll do his best to make sure Sweetie Belle stayed safe.

Scootaloo and Dinky walked near each other, though both seemed to have a glum look. Dinky really started to envy Sweetie Belle and wished she was the one Rumble wanted to keep safe. She misses the days where she got most of his attention. Scootaloo also wished she was next to Rumble, and unfortunately it seems like she's losing a chance to be with Tender Taps as well, maybe she should have tried to be leader, she would get the attention of at least one of those colts.

For now Apple Bloom was determined to get her friends to safety, she had to be a good leader for them, with Rumble helping her and Tender Taps giving her his support, she believes she might have a chance to do this right.


	11. Resting a Bit

Somewhere in the skies, Twilight is still flying alongside her new ally, Lightning Dust.

"Hey, question. Is there a reason why you're helping me?" Twilight asked.

"Quite honestly, I just want to look good enough to get into The Wonderbolts," Lightning admitted.

Twilight looked annoyed at that response, "Wow, how nice of you."

"Hey you want me to pretend to be your friend, only for you to find out later that I'm not!?" Lightning asked. "At least I'm being honest with you."

"Still, you could have stated that a little better," Twilight said.

"Does it really matter? I helped you fight off some Changelings, I could have just kept flying and left you on your own," Lightning Dust pointed out.

"I realize that, and I'm grateful for your help, but I didn't really appreciate how selfish your reason sounded," Twilight said.

"Hey I'm sure you and your friends already think I'm a lousy pony, no point in pretending I'm any nicer than you think I am," Lightning Dust said.

"That's a terrible thing to say!" Twilight said. "If you're upset about what happened at The Wonderbolts Academy then I can understand but saying stuff like that won't make things better."

"It really doesn't matter anymore," Lightning said.

Twilight flew closer to her, "It's not too late to try again, you're not the only one who's needed to."

"I don't wanna talk about this anymore, let's just keep flying please," Lightning said, flying faster with Twilight attempting to keep up.

At another part of Equestria, the foals are still walking, keeping watch to make sure that none of the Changelings are still after them.

"How long have we been walking?" Sweetie Belle asked in an almost whiney tone.

"Ah don't know, probably a while," Apple Bloom said.

Sweetie Belle groaned, "I hate walking so much, I'm getting tired."

"It hasn't been that long Sweetie Belle, just keep going," Dinky said.

Sweetie Belle wiped some sweat off her head, "When can we take a rest?"

"Later, come on Sweetie Belle you've done this before," Apple Bloom said.

Rumble turned to Sweetie Belle, "Do you want me to carry you again?"

"No, I don't want you to walk for me," Sweetie Belle said.

"I don't mind, this way you don't feel so tired," Rumble said.

"Rumble she can walk on her own, if you carry her then you'll be the one that gets tired," Dinky said.

"Maybe we can take turns carrying her?" Tender Taps suggested.

"Nopony's taking turns to carry Sweetie Belle, that's just silly," Apple Bloom said.

"I'm definitely not carrying her," Dinky said.

"Just an idea," Tender Taps said.

"At least you care Tender Taps, unlike a certain other filly here who happens to be a Unicorn like myself," Sweetie Belle said, further annoying Dinky.

"At least I'm not whining about walking, you're just like your sister, so delicate," Dinky said.

"Hey! I'm not that delicate, and neither is Rarity. My sister once fought those Changelings, and she saved Equestria a bunch of times," Sweetie Belle said.

"Rarity is tougher than she looks," Apple Bloom said.

"I really don't care, let's just keep walking, I don't want to waste anymore time!" Dinky said.

Apple Bloom continued to look around, "Too bad there's no place to go to right now, could help if ah saw somepony from mah family."

At another part of Equestria, The Wonderbolts were flying through the air, some of them went to Ponyville to see if any Changelings remained while Spitfire, Soarin, Fleetfoot, Rainbow Dash, Thunderlane and Derpy flew to find Changelings and hopefully the foals.

As they flew, they noticed two other Pegasus ponies flying nearby, that being Night Glider and Cloudchaser with Starlight on her back.

"Hey! Cloudchaser! Night Glider! Starlight!" Rainbow Dash called.

Starlight looked towards Rainbow Dash and the others, "Oh good, there you all are!"

The ponies met up in the air, Cloudchaser being the first to talk. "You're with The Wonderbolts too Rainbow Dash? Did my sister already reach you?"

"Yeah, she's back with Thorax and the others, she's helping them fight The Changelings, I mean the ones that are with Chrysalis," Rainbow Dash explained.

"What!?" Cloudchaser asked. "My sister's fighting against those Changelings!?"

"There's not that many, though they're pretty tough, some of the Changelings that were with Thorax had a little trouble, but my friends are strong enough to fight them," Rainbow Dash said.

"Aside from Twilight, I really doubt that. Rarity and Applejack are tough, but they're not that strong," Cloudchaser said.

"They can fight Changelings, don't you remember when that fought the ones at Canterlot?" Rainbow Dash asked.

"Didn't you lose though? I heard that they were eventually defeated by Shining Armor and Princess Cadance," Cloudchaser said.

"Your sister will be fine Cloudchaser, don't worry too much," Starlight said. "For now we need to find the foals, we got help from a pony from my village, this is Night Glider."

Night Glider waved, "Hey, nice to meet you all."

Spitfire turned to Rainbow Dash, "Is she fast?"

"She's ok, I mean compared to me at least," Rainbow Dash somewhat boasted.

"You're sure confident in yourself huh Rainbow Dash?" Night Glider said, playfully annoyed.

"Nothing wrong with a little self-confidence," Spitfire said.

"Use that confidence in your speed and fly!" Derpy said. "We need to find those foals!"

"Right, let's move!" Spitfire said, getting the others to really start flying.

Back with the foals, they eventually found a place to rest at, near some trees and water springs. Apple Bloom was still trying to figure out where she was, hoping to find a familiar place.

Dinky approached her, looking a little annoyed. "Have you figured anything out yet?"

"No, ah know Ponyville's off that way, but it's still quite a distance. I'm hoping to find some place we can go to that would be able to help us," Apple Bloom said.

Dinky sighed, "Great. This is why Starlight should have taught some magic that could be used for fighting, then we wouldn't have to worry too much."

"Even if you and Sweetie Belle could fight with yer magic, yer both weaker than Chrysalis," Apple Bloom said.

"Better than nothing, you managed to buck kick Chrysalis, which was pretty cool I'll admit. Besides even if we're weak alone, all of us could work together. Rumble's got some skill when it comes to fighting, Thunderlane trained him a bit. Plus he's fast and knows how to use the clouds very well," Dinky said.

"Rumble's tough but he don't look like he's able to really fight them Changelings. He's only fighting to protect Sweetie Belle," Apple Bloom said.

"Still, what about Scootaloo? Doesn't Rainbow Dash train her?" Dinky asked.

"She's still learning to fly, and tough as she tries to make herself look, there's no way she can handle the Changelings either," Apple Bloom said.

"What about Tender Taps?" Dinky asked.

Apple Bloom just stared, "Yer kidding right? He's a sweet colt but he's not much fer fighting either. Not to be mean, but he is kinda wimpy, not that I blame him, nopony should expect him to fight Changelings."

Dinky looked down in sadness, "I'm just really worried. Not for ourselves, but for the others, especially Derpy. If she found out, I know she'll be so worried. We're both pretty close after all, kind of a mother-daughter relationship."

"Oh, mother-daughter? That must be nice," Apple Bloom said, looking a bit sad.

Dinky cringed a little, "I'm sorry, I hope that didn't upset you or anything."

"No, it's fine. I'm glad you have something like that," Apple Bloom said. "It's nothing, just a little self-pity. Now ain't the time fer that though, ah got more things to worry about."

"Right," Dinky said. "Um is there anything I can do to help?"

"Just make sure the others are alright," Apple Bloom said. "Especially Sweetie Belle, she did seem annoyed at all the walking."

Dinky groaned in annoyance, "Sweetie Belle already has her 'Brave Knight' watching over her."

Apple Bloom noticed the two nearby, both sitting under a tree. "Yeah, yer right. Mind watching over Scootaloo and Tender Taps, mostly Tender Taps, ah just know he feels really worried. Ah don't like seeing him so unhappy."

Dinky looked toward Tender Taps, who seemed to be sitting nearby, looking a bit sad. "Yeah, I'm more worried for him." She turned back to Apple Bloom. "So, are you two ever gonna date?"

Apple Bloom blushed a little, "I'd like to, we actually had something set up before all of this."

"Oh wow, maybe The Changelings detected your love?" Dinky joked.

"If they detected anypony's love, it's Rumble and Sweetie Belle," Apple Bloom said with a smirk.

The two fillies giggled a bit, finally finding a little humor after such a day.

As they giggled, Sweetie Belle continued to relax under the tree, laying against Rumble. "This is so relaxing, isn't it Rumble?" As she looked to Rumble, she noticed that he seemed a little worried. "Rumble? Are you feeling ok?"

"I'm just thinking how worried my brother probably is. I'm sure Starlight found him and let him know what happened to us. They probably still think we're with Chrysalis," Rumble said.

"Don't worry, your brother knows The Wonderbolts, I bet he'll ask them for help," Sweetie Belle said.

"I just hope Chrysalis didn't send any Changelings to attack him or Starlight," Rumble said. "I'd be pretty sad if that happened."

Sweetie Belle looked aside a bit, trying to think of something. "Well, your brother's strong right? He can fight off The Changelings."

"I hope so," Rumble said.

Sweetie Belle nuzzled against Rumble some more, then turned his face towards her. "Try to relax a bit, ok? I'll help you."

Sweetie Belle leaned in and started kissing Rumble, climbing over him and giving him a passionate session like she has before.

Tender Taps was one of the first to notice their kissing, then turned his attention to Apple Bloom. He wondered if they would eventually kiss like that. The idea made him happy, but he also felt nervous.

Scootaloo noticed as well, feeling a bit annoyed. "So great you two can find time to kiss even when Changelings are after us!"

Sweetie Belle stopped to glare, "Funny hearing _you_ say that."

Rumble sweated a bit, knowing what Sweetie Belle meant.

"Hey! Don't start arguing!" Apple Bloom warned.

"Blame her! She's complaining that I'm kissing my coltfriend," Sweetie Belle said.

"Kiss him somewhere else then, nopony else wants to see your passion," Dinky said.

Sweetie Belle huffed, "Fine, "she turned to Rumble. "Let's go Rumbly."

Rumble nodded and got up to follow Sweetie Belle, though Apple Bloom called out. "Stay where yer close by!"

"We will!" Sweetie Belle said as she walked off, getting a head shake from Apple Bloom.

"They better not do anything stupid."

Nearby the two approached a water spring. "Let's go there Rumble, this walking left me a little sweaty and dirty, plus that water looks relaxing."

Rumble nodded, "That sounds fun, though isn't it weird that we're basically bathing together?"

"It's just a water spring, too bad it's not a hot one. Though with all that walking being near something cool could help quite a bit," Sweetie Belle said, then jumped into the water, causing a slash that got Rumble a little wet.

"Easy Sweetie Belle," Rumble said, shaking his mane.

Sweetie Belle giggled, "Sorry, couldn't resist. Come in though, it's so nice."

Rumble nodded and went inside, feeling the cool water. "This is kinda nice."

"Yeah, fun to swim in," Sweetie Belle said, moving around a bit.

Rumble swam around a bit as well, "Not too bad, reminds me of when I join Flitter and Cloudchaser when they find a place like this."

The two swam for a bit until they rested on the side of the water, Sweetie Belle then nuzzling next to Rumble. "After all this, let's find a place where there's a hot spring, I'd love to be in there with you. That soothing warm water, sounds kinda nice doesn't it?"

Rumble blushed a bit, "Yeah, that sounds nice."

Sweetie Belle hugged Rumble, rubbing his mane a bit. "Hey, Rumble, remember how we got together?"

"Hm? Um yeah, when we were at Twilight's castle," Rumble said.

"No, I mean the real reason I dated you. To find a way to get you together with Scootaloo," Sweetie Belle said.

Rumble looked confused, "Huh? Why are you asking me about that?"

"I still think about it sometimes, in many ways I still feel bad about that. First I felt like I was tricking you, it didn't help that you were so nice with me and treated me like something special from the start," Sweetie Belle said. "Then realizing that I did like you, though it meant that Scootaloo would be sad because we would be the ones together."

"I feel bad for her as well, and it didn't feel too good when I figured out that you didn't like me at first and were just trying to get me to like Scootaloo," Rumble then held her closer, stroking her mane. "But what matters is that you do care for me now. I feel so lucky that I got to be with you."

"Oh Rumble, you're the sweetest colt," Sweetie Belle said, bringing Rumble in for a deep kiss. The two then hugged each other close, Rumble resting against the edge of the water, letting his marefriend get passionate in her affection.

One thing Sweetie Belle loved doing was hugging Rumble close during this, she loved feeling how strong yet cuddly he was, his muscles weren't that big but they were there. Plus she knows Rumble loves how cuddly she feels, he makes it very obvious with the way he holds her close to him and rubs her.

Not too far from them, Twilight and Lightning Dust are still flying through the skies, looking ahead and to the ground below.

"So aside from finding The Wonderbolts, what else are we supposed to do again?" Lightning Dust asked.

"Try to find some foals that my pupil was mentoring," Twilight reminded.

"Right, wait are these foals important or something?" Lightning asked.

"They're the younger siblings of my friends, and ponies I care about very deeply," Twilight said.

"Oh, is that all?" Lightning asked, feeling uninterested.

Twilight glared a bit, "Hey, don't make little of this! I love those foals and I don't want them hurt. If you want to be a Wonderbolt, part of that means caring for other ponies."

"I just thought you had to be fast, that's what Spitfire liked about me, until you and your friends arrived in that stupid balloon," Lightning said.

"I know you're mad about that, we're sorry for any trouble we caused but you should have been a little more caring of that," Twilight said.

"You were fine weren't you? Figured that'd be enough," Lightning said.

Twilight shook her head at that, "You have a lot to learn about friendship."

"I already tried friendship, like I said, it didn't work," Lightning said.

"It does work, I can help you if you'd like. I've already helped Starlight, and she's helped Trixie. I think the three of us can help you," Twilight said.

Lightning looked unsure, "I don't know, I'm not good with others. Not that I care, I'm fine on my own."

Twilight sighed, while Lightning Dust was being a pain, she did pity her a little. Twilight couldn't stay focused on that, she had to keep looking for the foals. Fortunately she noticed some trees nearby and some water springs. Right near that area were very familiar looking ponies to her.

"It's them!" Twilight shouted with immense happiness.

"Who? The Wonderbolts? I don't see them," Lightning said.

"No, the foals! They're right there!" Twilight said and flew down, with Lightning Dust following her. "Hey! Up here!"

Apple Bloom was still trying to figure things out when she heard what sounded like Twilight calling to them. She looked up and noticed Twilight flying towards them. "Twilight!?"

Dinky, Scootaloo and Tender Taps quickly looked up, all three of them seeing the Alicorn Princess as well.

"It is Twilight!" Dinky shouted with a big smile on her face.

"Good, she found us," Scootaloo said, showing a relieved smile.

Tender Taps seemed the happiest, "Princess Twilight!"

Once Twilight landed, Tender Taps was the first to hug her, jumping onto her while doing do and kissing her face a lot.

"Easy there Tender Taps," Twilight said, easing the young colt down to the floor. "Wow, you're quite excited."

Tender Taps nodded, "Sorry Princess, I couldn't help it. I'm just so happy to see you."

"I'm happy to see you too Tender Taps," Twilight said and kissed his cheek, getting a blissful sigh from the young colt.

Apple Bloom shook her head a little, but she was too happy to see Twilight to care that much. She approached Twilight with the other two fillies, each of them also giving Twilight a hug.

"We're so happy to see you Twilight," Apple Bloom said.

"Yeah, did you come all this way to find us?" Dinky asked.

"Yeah, or at least find help in finding you, luckily you were all right here. I'm confused, I thought Chrysalis captured you," Twilight said.

"Apple Bloom saved us, she figured out a way to get away from The Changelings and got all of us to safety," Dinky said.

"Then they made me their leader, kinda hard knowing that I had to make sure five other foals were safe though," Apple Bloom said.

"Well you did well since all of them are..." Twilight looked around. "Wait where are Rumble and Sweetie Belle?"

"Probably kissing someplace or something," Dinky said, somewhat annoyed.

Twilight blushed at the idea, "Oh, well they are dating so..."

Nearby Lightning Dust was just staring at a blissful looking Tender Taps, "Hey, kid!"

Tender Taps shook his head and realized his surroundings again, "Huh?" He turned to Lightning Dust. "Um, who are you? Did you come with Princess Twilight?"

The others had heard and turned their attention to Lightning Dust. Dinky was the first to speak up, "Who's she?"

Twilight turned her attention to the other mare, "Her? That's Lightning Dust, she trained with Rainbow Dash at The Wonderbolts Academy."

"Is she the one that Rainbow Dash said was a real pain?" Apple Bloom asked.

"Hey!" Lightning shouted. "I just pushed my own limits! Something even she couldn't handle!"

"Well Rainbow Dash is a Wonderbolts, so obviously she could," Scootaloo said.

"What do you know kid?" Lightning asked. "I'm a way better flyer than she is!"

"Come on now, let's not get into any fights, I just want to get these foals to safety," Twilight said. "First we need to go find Rumble and Sweetie Belle."

"They went over there," Apple Bloom said, pointing in the direction the young couple went before. "I told them to stay nearby."

"Good leadership," Twilight said, then turned to Lightning Dust. "Mind getting them? I still need to talk with Apple Bloom a moment."

"They're not bratty too are they?" Lightning asked.

"Huh? No, they're not bratty, none of these foals are, they're all so sweet," Twilight said.

Lightning rolled her eyes, then walked toward where Apple Bloom pointed as Twilight gathered the foals near her.

"So what now Twilight?" Apple Bloom asked.

"I need to get you someplace safe. From where we are there are a few places I can leave you, though the safest place I can think of is with Princess Ember and the Dragons," Twilight said.

"Did you say Dragons!?" Apple Bloom asked. "Aren't they mean!?"

"Probably, but Princess Ember is really nice, she's a friend of Spike, she'll be willing to keep you safe," Twilight said.

"What's she like? I know you said she's nice, but is she also gentle and sweet?" Tender Taps asked.

Twilight shook her head, "Not exactly, she's friendly but she's not one to really be that reassuring or being a big sister like me and the other Princesses like to be. But don't worry about that, like I said she's nice, just stay near her and don't go with the other Dragons, they won't be as nice."

Tender Taps nodded, "Alright Twilight."

"It is kinda cool that we get to go see some dragons though," Apple Bloom said.

"Yeah, if we go get their help, we'll defeat Chrysalis in no time," Scootaloo said.

"That won't be necessary, these Changelings are strong but there aren't too many of them, myself and the others will defeat them really soon," Twilight reassured.

Nearby Lightning had gone to where Apple Bloom pointed, looking around for the two foals. As she walked she noticed a spring nearby. "That looks nice, maybe I can come here sometime after all this." As she approached the spring to check it out, she saw two foals at the edge, kissing very passionately. "Those two must be the foals."

Sweetie Belle was still kissing Rumble, the two hugging each other really close. Lightning seemed amazed at how passionate they looked while kissing, figuring it won't be long before the two are ready to really further their relationship.

Sweetie Belle was the first to notice Lightning Dust, having glanced aside a moment, then shrieked as she fell off Rumble. The confused colt turned to the side and also noticed Lightning Dust, embarrassment starting to take over.

"Um, who are you!?" Rumble asked.

Lightning waved a moment, "Name's Lightning Dust, your friend with the red mane sent me here to find you."

Sweetie Belle swam to the side, glaring angrily at Lightning Dust. "Thanks for interrupting our romantic moment!"

"You call that romantic? All you seemed to do was kiss each other, once you find other ways to be romantic then whine about it," Lightning Dust said. "Anyway let's go, Princess Twilight's waiting."

"Princess Twilight's here!?" Rumble asked. He quickly got out of the water, shaking some off, "Where is she!?"

"Over there," Lightning said. "Hurry up, I'll be waiting over there."

Rumble nodded and turned to Sweetie Belle. "Let's hurry." He held his hoof out, the filly grabbing it as he helped her out of the water.

"Thanks," Sweetie Belle said, shaking some water off. "At least Twilight being here means we're finally safe. Maybe she already defeated the Changelings."

"I hope so, let's hurry," Rumble said, leading his marefriend off.

As the two rejoined the group, they noticed a problem. Some Changelings had also arrived, looking ready to fight.

"We finally found you, annoying little foals," one Changeling said.

Twilight stood ready to fight, she would not let these foals be captured again.

"Are they really the same ones who captured us? How did they find us again?" Dinky asked.

"It wasn't too hard, we sensed a lot of love coming from here," a Changeling said.

The foals then glared at Rumble and Sweetie Belle, with Rumble nervously laughing and Sweetie Belle scrunching her face.

"Wait, if you're the same ones from before, where's Chrysalis?" Scootaloo asked. "She's the one who placed us in those stupid barriers."

"She had something else to do, at our old home," a Changeling answered.

"Your old home?" Twilight's eyes widened, "Oh no!"

Back at The Changeling Hive, Thorax was getting much more worried. A lot of his Changelings were losing, they seemed to be of little match for the Chrysalis Changelings.

"What's happening! Their magic should be stronger!" Thorax said.

"Maybe they don't have that same will to fight?" Flitter said, fighting a few Changelings.

"They should, honestly they still fought over some things, silly as they were," Thorax said, somewhat annoyed.

As they continued to fight, they heard a familiar voice. "Having trouble there Thorax?"

The others stopped and noticed Chrysalis flying in the air, a smug look on her face.

"Chrysalis!" Trixie shouted.

"Trixie, you're here too, little surprised. I guess I should have put more power into my attack, I think I'll do that now," Chrysalis then blasted Trixie to a wall, using much more power than before.

"No! Trixie!" Thorax shouted, then glared at Chrysalis. "Why Chrysalis!? Just give up your pride and join us! You don't know what you're giving up!"

"You're the one who gave up, making friends with ponies. You dared to defy me after all I've done for you," Chrysalis said.

"I didn't do it to defy you! I just wanted a friend! Now I have friends, and it's the greatest feeling you can have!" Thorax insisted.

"I don't need friendship, I've been fine without it. I refuse to become like what you've turned most of my Changelings into. Soon I'll have that fixed," Chrysalis said.

Flitter flew in to attack, but Chrysalis dodged and blasted her down as well. Spike breathed fire on her, but she used a magic barrier to block and zap Spike away.

Rarity, Applejack and Pinkie Pie also tried to attack, but Chrysalis knocked each of them away, sending power blasts at them, causing them to hit the ground hard. She then eyed Fluttershy, who was at the moment tending to Trixie.

"Just one left," Chrysalis readied a blast, but Thorax had attacked first with a blast of his own.

"That's enough!" Thorax sent another blast, but Chrysalis countered, the two beams struggling against one another. Soon more Changelings came and assisted Chrysalis by blasting Thorax, knocking him back towards another wall, the Changeling King hitting it pretty hard.

Fluttershy looked on in shock as the Changelings brought over some of the transformed Changelings, Chrysalis glaring at them.

"Good, time to make use of all of you," Chrysalis said as she started to take their love magic from them, feeling much stronger than before.

Fluttershy felt even more nervous, she can almost feel the power from Chrysalis, watching the Changeling Queen grow stronger. "W-wait! Stop!"

Chrysalis glared at Fluttershy, "You're one of Discord's favorites, is that correct?"

Fluttershy glared, "If you don't stop, I'll...I'll...!"

Chrysalis then zapped Fluttershy, knocking her into a wall as well, a satisfied smile on her face. "Don't waste my time with your failed attempt at looking strong. With this power from these Changelings and their silly friendship, I feel much stronger than before. I'll soon be able to take over Equestria. Soon none can stop me, be it Twilight Sparkle, Shining Armor, Discord, not even The Princesses! Soon I'll be the strongest in Equestria!"

Chrysalis powered up immensely as the other Changelings seemed to be happy for her success. Twilight and her friends are gonna need a lot to stop Chrysalis, now they truly need the their Friendship and the Magic that comes with it.


	12. More Battles with Changelings

Back with Twilight, Lightning Dust and the foals, they were preparing as a group of Changelings surrounded them. Twilight's main focus at that moment was keeping the foals safe, though Lightning Dust just seemed eager for a challenge.

"Remember to stay near me," Twilight said, the foals standing behind her. "I'll keep all of you safe."

Lightning chuckled a bit, "If you're that worried, then let me handle this Princess Twilight." She walked towards the Changelings, "I wanna show these foals just how awesome I can be."

"This isn't the time to show off your skills Lightning Dust!" Twilight shouted. "We need to get these foals to safety!"

"How? If we try to fly away, they'll come after us, if we take them down now we won't have to worry about that," Lightning said, then stretched a bit. "Besides it's kinda fun beating up these Changelings."

Dinky shook her head, "She's more arrogant than Trixie."

Scootaloo turned to Twilight with a hushed tone, "Let's just leave her and fly off by ourselves."

"I can't do that, as a Princess I need to make sure all ponies are safe," Twilight said, then furrowed her brow at Lightning Dust. "Even if they are pains,"

Lightning got into a stance, just waiting for the Changelings to attack. "Come on already, what don't think you can take me? Know that you'll lose?"

"How dare you mock us!" a Changeling said and turned to his allies. "Attack!"

The Changelings rushed to attack her, but she quickly flew around kicking each Changeling in the head or on their back, knocking them all around. Some Changelings she punched really hard, knocking them dizzy.

"Don't you have more of a challenge for me? I'm barely starting to sweat," Lightning taunted.

More went to attack her, but she flew around with quick kicks to each of them, her speed being too much for the Changelings to keep up with.

"Wow, she's really tough," Rumble said. "I wonder if I could ever be that good."

"I'm not surprised, Rainbow Dash says that Lightning Dust is probably the only Pegasus aside from The Wonderbolts that can give her a challenge," Twilight said, then sighed a bit. "But she's also very arrogant and reckless, which can cause trouble."

After a while, all the Changelings were down with Lightning flying over them and smiling confidently. "They weren't so tough after all."

"That's great Lightning Dust," Twilight said in a non-caring tone. "Now if you're done having fun, let's get these foals to The Dragons."

"Yeah, sure thing Princess," Lightning Dust said, casually trotting over to her. "So, how are we doing this? Are we gonna carry them?"

"We might have to, I can carry two of them at least, I'm not sure if you can carry three," Twilight said.

"Why would I need to carry three? If you have two non-Pegasus ponies then so would I," Lightning Dust said.

Scootaloo looked down in shame, "Thing is, I can't fly that well..."

"Huh? How fast can you go?" Lightning asked.

"Not fast at all, I can't stay in the air," Scootaloo said.

"What!? Didn't anypony teach you how to fly!? Like your parents!? Or are you the daughter of non-Pegasus ponies?" Lightning asked.

Scootaloo lightly kicked her hooves, "I just can't fly well, Rainbow Dash has been trying to teach me but-"

"Rainbow Dash? There's your problem right there, she's not the best pony to be a teacher," Lightning Dust said.

Scootaloo glared at the older Pegasus, "Don't say that about Rainbow Dash! She's a great teacher and like an older sister to me!"

"Sure, for now. Try not to be too much better than her, or she'll get jealous and ruin your chance at success," Lightning Dust complained.

Twilight groaned, "Lightning Dust, that's enough please. Scootaloo isn't talented at flying right now but she's gonna get there. For now she's gonna need some assistance."

"Um, Twilight?" Rumble said.

"What is it Rumble?" Twilight asked.

"Just curious, how far away are the dragons?" Rumble asked.

"Not too far, any reason you want to know?" Twilight asked.

"I can help by carrying Sweetie Belle, if it's not too far I should be able to fly faster much longer while carrying somepony," Rumble turned to Sweetie Belle. "Granted she's very light to hold so it won't be too much trouble."

"That's great, thanks for offering Rumble," Twilight said. "Alright, two of you can climb on my back, who's it gonna-"

"I wanna ride with Twilight!" Tender Taps shouted and jumped on top of her, surprising the Princess.

"Whoa, easy there Tender Taps," Twilight said while nervously laughing. "Alright that's one, anypony else?"

Apple Bloom shook her head again, "I'll ride with you as well Twilight."

"Wait, then I'm stuck with this mare!?" Dinky shouted, then turned to Rumble. "Hey, how about Sweetie Belle goes with Scootaloo and you carry me instead!?"

"Hey, why should you get to ride on his back!? I'm his marefriend!" Sweetie Belle said.

"Rumble used to let me ride on his back before you. He was my best friend before you became his marefriend," Dinky said.

Twilight groaned, "Can we please try to get along now!? Dinky, it's not a long trip, you can handle it, and Lightning Dust, please don't upset either of them."

Dinky sighed, "Fine, I'll deal with it then."

As Apple Bloom also got on Twilight's back, Lightning allowed both Scootaloo and Dinky on hers while Rumble helped Sweetie Belle on his.

"Let's hurry, it looks like the Changelings are about to get up again," Tender Taps said.

"I could just attack them one more time," Lightning Dust said.

"No! Let's just go now," Twilight said and flew off with the others.

With Rainbow Dash, the other Pegasus Ponies and Starlight still riding on Cloud Chaser's back, the group trying to fly towards the Changeling Kingdom, also looking to see if they find the foals.

"I'm getting worried," Starlight said. "I haven't seen the foals anywhere."

"We'll find them, how long has it been anyway since all this happened?" Rainbow Dash asked.

"Too long for me," Starlight said.

"Same, I'm really worried about them," Derpy said.

Thunderlane looked ahead, "Is that the Changeling Place? It looks pretty big."

Rainbow Dash also looked ahead, "Yeah, that's it, let's go!"

The ponies kept flying until they noticed some ponies on the ground below.

"I see Fluttershy! And Pinkie Pie as well!" Starlight said.

"Rarity and Applejack are down there too!" Rainbow Dash said.

Cloudchaser looked around, "Where's Twilight? And my sister?"

"Maybe they're with Thorax, let's meet with them, come on," Rainbow Dash said.

The ponies landed and greeted their friends.

"Rainbow Dash, we're so happy you're back," Fluttershy said.

"Yeah, it's getting pretty tough in there, my mane is starting to get dirty," Rarity said.

"Don't worry, we have The Wonderbolts, they'll clear away the Changelings, then we can go find those foals," Rainbow Dash said.

Starlight got off Cloud Chaser and approached the others, "Where's Twilight?"

"Over there, come on quickly!" Rarity said, gesturing for the others to follow.

"Let's go!" Rainbow Dash said, leading the others as they followed Rarity further into The Hive.

In moments, they arrived more in the middle while looking around for any fighting. Though they hasn't seen Twilight or anypony else.

"Where is everypony? Did the fighting stop?" Starlight asked.

Suddenly Chrysalis appeared from the air, landing before the others, surprising each pony. "Yes, and I won."

Rainbow Dash glared, "Not for long, I'll take you down myself!"

"Easy Rainbow Dash," Spitfire said. "You're not doing anything by yourself."

Starlight marched toward Chrysalis, "You tell me what you've done with the others! Where's Twilight!? And Trixie!?"

"And my sister!?" Cloudchaser shouted.

"I cannot speak for Twilight Sparkle, but the others are taking a small rest, in my special cocoons," Chrysalis said.

"Those things again?" Rainbow Dash asked. "Really hated them last time, but we'll break them out and beat you again." Rainbow Dash turned to the other Elements behind her, "Right girls?"

To her surprise, they began laughing quite sinisterly. Then they began to transform and revealed themselves to be Changelings as well.

"Those weren't the real ones!?" Cloudchaser asked.

Starlight groaned, "Of course, they're Changelings. We didn't think about the others possibly losing!"

Rainbow Dash glared at Chrysalis, "So you captured my friends too? Well we've got the power to take you down ourselves!"

"Come try to then," Chrysalis encouraged.

Rainbow Dash flew in to attack, but Chrysalis put up a strong enough barrier to block Rainbow Dash and knock her back toward her friends.

The Pegasus all went to help but more Changelings came to fight them, leaving all of them focused on defeating the nearby Changelings.

Rainbow Dash went to attack Chrysalis again, but the Changeling Queen had blocked a lot of her attacks, then sent a magic blast to knock Rainbow Dash back.

Starlight rushed over to zap Chrysalis, but that too was blocked, though Starlight was able to at least dodge her attacks.

This did leave Chrysalis distracted, allowing Rainbow Dash to fly in with a kick to her head, knocking the Changeling Queen a bit dizzy. Rainbow Dash continued throwing hard strikes to Chrysalis and then knocked her to the ground.

Starlight charged up some magic and blasted Chrysalis towards a wall, then sent another blast to knock her through the wall and one more just to cause a little extra damage.

Rainbow Dash flew to Starlight's side, "Wow, that's some power you got there."

Starlight nodded and smiled a bit, "I have to keep up my strength should something like this happen. I haven't just been learning Friendship Lessons from Twilight."

"Speaking of Twilight, it sounds like she wasn't here, where do you think she went?" Rainbow Dash asked.

"I'm not sure, maybe she left to find help as well," Starlight said.

Rainbow Dash looked ahead, "Looks like she's done, let's rescue the others."

Starlight shook her head, "There's no way that was enough. It was too easy."

Suddenly Chrysalis emerged from where she was blasted, shaking off some dust. "How dare you! I'm going to destroy you both for that!"

Starlight tried blasting her again, but Chrysalis dodged and appeared beside Starlight to blast her back. Rainbow Dash attempted to punch Chrysalis, but the attack was blocked with a barrier and Rainbow Dash got hit with a strong blast.

Starlight stood back up, though was unaware of a Changeling that was about to attack her until it was right near her. Fortunately Thunderlane was quick in stopping it, knocking it away with a strong kick.

"Wow, thanks Thunderlane, you really helped me," Starlight said.

"No problem, let's hurry up so we can-" Thunderlane then got blasted by Chrysalis, getting Starlight's attention.

"Hey! That was really rude!" Starlight shouted.

"Just took an opportunity, that's all," Chrysalis said with a grin.

Starlight went to attack, but Chrysalis blocked with her magic and knocked her further back. As Rainbow Dash went to attack again, Chrysalis hit a beam strong enough to go through her hind leg, causing Rainbow Dash incredible pain.

"Ah! My leg!" Rainbow Dash shouted, holding the injury.

"Rainbow Dash!" Starlight shouted, then took a strong blast that completely took her over and caused a lot of damage.

Chrysalis did a sinister laugh as she flew up and started absorbing some nearby love from the Thorax Changelings she captured. "Now to defeat the rest of you. Don't worry, I won't destroy any of you, not yet at least." She attacked each Pegasus with a strong blast to knock them out, allowing the Changelings to capture them and take them away. "Good, now all that's left to do is find Princess Twilight and defeat her along with Celestia and Luna. I should finally have Equestria under my control."

Back with Twilight and the others, they had arrived to where the Dragons lived, Twilight was talking with Princess Ember.

"So The Changelings are attacking again?" Ember asked.

"Yeah, there aren't as many but they're still pretty tough. I can handle them, I just need to make sure these foals are safe, they're very important to me," Twilight said.

Ember nodded, "Alright, I'll keep watch over them."

Twilight nodded, "Thank you. I hope this isn't too much trouble for you."

"Not at all, besides you're not the first to ask me a favor like this. Not too long ago some guards from the Crystal Empire came by to leave a foal for me to watch over, along with some other pony" Ember said.

"From The Crystal Empire?" Twilight asked.

"Yeah, I'm sure you might know who this foal is," Ember said, gesturing towards a young Alicorn foal riding on the back of a Wizard Pony.

"Sunburst?" Twilight said, and grinned at the sight of the young Alicorn, "And Flurry Heart!"

Flurry waved at Twilight, giggling a little as the older Princess rushed to greet her niece.

"Hello there Princess Twilight, I'd ask how you were but I think I can guess," Sunburst said.

"You're not wrong there, um may I see my niece a moment?" Twilight asked.

"Of course, she looks happy to see you," Sunburst said, giving Flurry Heart to Twilight.

Lightning Dust scratched her head as she turned to Ember, "So...since when are you friends with the ponies at The Crystal Empire?"

"We're not exactly, this was just the only place they could leave their baby. The only reason they're fine with us is because I know Spike, plus that Sunburst pony is here too, so that helps," Ember said.

"Right, sounds good I guess," Lightning said, then turned to the foals. "Guess you're all staying with The Dragons while me and Twilight go fight some Changelings."

Sweetie Belle looked around, feeling a bit unsure. "This place makes me feel a bit nervous."

"I think it's kinda cool looking," Scootaloo said.

Twilight trotted over with Flurry on her back. "Alright, so I can trust you with the foals?"

"Yes, should any Changeling come I'll fend them off," Ember said.

"I really appreciate this, thanks Ember," Twilight said.

"It's no trouble. I owe a lot to you and Spike for helping me become Dragon Lord, plus this relieves some boredom," Ember said.

Twilight placed Flurry down in front of the foals, "Please help watch over my niece, it would mean a lot to me if you could. Protect each other, and keep each other safe."

Rumble was the first to speak up, "Don't worry Twilight, I'll make sure Princess Flurry Heart stays safe."

Twilight giggled as she gestured Flurry towards Rumble, "I figured you'd be the first to be willing."

Flurry nuzzled against Rumble, getting a small chuckle from the colt. "She's cute, it's easy to wanna care for and protect her."

Lightning rolled her eyes, "How sappy."

Twilight glared, "That's my niece Lightning Dust!"

"I'm actually talking about the colt," Lightning said, the looked at Rumble. "Um, that is a colt right?"

Rumble glared up at Lightning Dust, "Yes! I'm a colt!"

"Sorry, hard to tell, anyway let's go," Lightning said and flew off.

Twilight shook her head, then looked to Rumble. "Ignore her, just please make sure Flurry stays safe."

Rumble sighed a bit angrily, but nodded for Twilight. "I'll watch over her, just be careful Twilight."

"I will, unfortunately I'll be more busy making sure Lightning Dust stays safe," Twilight said, then rubbed Flurry's mane. "Be safe Flurry, not just for me, but for your mommy and daddy."

Twilight herself flew off as Rumble kept Flurry Heart close to him, hoping to honor Twilight's request to keep her safe. "Don't worry Princess Flurry, your aunt's really strong, she'll be back soon. So will your parents."

Tender Taps also approached Flurry, "We'll watch over you, it would be an honor to."

Ember stood near the foals, watching as Twilight flew off into the distance. "I'm sure she'll be fine, she's handled tough challenges before."

"I think she'll be fine too, but I'll still worry a bit until she returns," Rumble said, hoping to see her return safely.


	13. Protecting Equestria

Lightning Dust was speeding to find more Changelings, Twilight doing her best to catch up to her.

"Lightning Dust!" Twilight shouted. "Slow down a bit!"

Lightning Dust barely heard her, but the more Twilight called, eventually she got the speedy mare's attention, to which she slowed down.

"What is it? I wanna go fight some Changelings!" Lightning Dust said.

Twilight flew over, looking a little annoyed. "Is this some type of game to you? The fate of Equestria could depend on us!"

"I know, that's why I wanna keep myself ready," Lightning said with a roll of her eyes.

"You're being too reckless! You're gonna get hurt if you keep this up!" Twilight said.

"What's with ponies telling me I'm reckless? I've never gotten hurt while flying," Lightning said.

"No, but you could potentially hurt others, do you not seem to understand that much?" Twilight asked.

"If they get hurt that's their problem," Lightning said.

Twilight let out a really annoyed groan, "There's just no talking sense with you is there? You can't expect to be a Wonderbolt if you don't take things seriously like you should."

"Hey I can be a Wonderbolt, keep in mind I was lead pony above your friend Rainbow Dash," Lightning said.

"Rainbow Dash? You mean the only one of you two that actually became a Wonderbolt?" Twilight pointed out.

Lightning's eyes widened, something about those words really got to her. "It's her fault, and yours too! Why did you and your friends have to come on that Balloon anyway!?"

"Don't blame us for what happened! Blame yourself!" Twilight shouted, then grabbed her head from her annoyance. "I don't have time for this, I need to go find Chrysalis and help my friends."

"You won't need to look far for me, I'm right here," the two mares heard. They turned to see Chrysalis flying nearby with some of her Changelings.

"Chrysalis!? How did you get here!? What happened to my friends!?" Twilight asked.

"They're just fine, I'm going to take every last bit of love from your friends before I destroy them," Chrysalis said.

Lightning Dust chuckled, "Looks like I don't have to look far for you, now I can defeat you and prove my worth."

"Lightning Dust, don't get too overconfident. Chrysalis is very powerful, let me handle her, I want you to go find Rainbow Dash and The Wonderbolts," Twilight said.

"Too late, they arrived hoping to rescue your friends, they ended up losing to me as well, along with that pupil of yours, Starlight Glimmer," Chrysalis said.

"What!?" Twilight shouted in disbelief. "How could they lose!?" Twilight had a realization. "Also I'm amazed they already got back so fast, they really are the fastest in Equestria." Twilight then shook her head, "Not the point, I can't believe you Chrysalis!"

Lightning Dust chuckled a bit, "So Rainbow Dash got herself defeated? Now I get to battle you myself. Good thing too, I can finally show that I truly am better than Rainbow Dash!"

"Lightning Dust, you can't defeat Chrysalis alone, you're not strong enough!" Twilight warned.

"Don't tell me I'm not strong enough, I'm plenty strong enough to defeat Queen Chrysalis. Just watch me Princess!" Lightning said and went to attack Chrysalis, but was blocked by a barrier. Lightning tried again, throwing some punches but Chrysalis blocked with little effort.

"Wow, you are strong, you're really making a lot of noise hitting my barrier," Chrysalis said.

Lightning growled as she continued to punch. "You're just lucky this barrier's here! You know you're not strong enough to handle one of my strikes!"

"Alright, then I'll drop the barrier," Chrysalis said. The moment she dropped it, she zapped Lightning Dust and knocked her back.

Twilight flew in to catch her, preventing her from fall, but Lightning quickly shook it off and shoved Twilight aside. "I don't need your help! I can take her myself!"

"Yes Twilight, she seems to be doing just fine on her own," Chrysalis taunted.

"You're getting really damn annoying!" Lightning Dust shouted.

"Lightning, just stop for now!" Twilight pleaded.

Lightning Dust ignored that and flew to attack again, but Chrysalis teleported behind her and zapped her down.

Twilight began to feel some pity for Lightning Dust, this was definitely gonna hurt her pride, foolish as it was. "Chrysalis, that's enough. I know you're just toying with her, if you want a challenge then fight me!"

"In a moment, it's only fair to give this mare a chance, right my faithful Changelings?" Chrysalis asked, getting a nod from the Changelings with her.

Lightning flew up, ready to attack again. "I'll show you!" She continued to attack, but Chrysalis just avoided her attack and zapped her a few times, and sent one final blast to knock her out of the sky.

Fortunately Twilight was able to fly in and grab her Lightning, allowing the mare to land on her back.

"Don't worry, I got you," Twilight said.

Lighting Dust groaned a bit, "I...can still...keep going."

"No you can't, you're not strong enough to defeat her!" Twilight shouted.

"I...I have to try," Lightning said.

Twilight landed and let Lightning off of her back, "You did your best, now let me handle this." She then glared up at Chrysalis. "Time to defeat you, and save my world."

Chrysalis landed before Twilight, grinning at the Alicorn Princess. "This should be fun for me."

The two mares prepared for battle, though the other Changelings sensed something in the distance.

"I can feel some love, it's faint but it's there," one said.

"Let's get going then!" another said.

Soon a few Changelings had left to find the location of where the love is.

Back at the Changeling Hive, as the Pegasus Ponies were about to be put in the Cocoons, Starlight was the first to recover.

"Huh? What's happening?" Starlight looked around and saw some Changelings marching, carrying her other friends. "Hey!"

Starlight then powered up, surprising the Changelings.

"No! Stop her!" a Changeling said.

They all went to attack, but she zapped away each of them, then destroyed the Cocoons to keep her friends safe. She quickly ran to Rainbow Dash. "Wake up! Quick!"

Rainbow Dash shook her head a little, trying to wake up and noticed Starlight. "Huh? What's going on?"

"No time, quick I need you to help me, fly me to Twilight, or one of the other Princesses, hurry!" Starlight said.

Rainbow Dash stood up and stretched her wings, "Fly you? Alright then." She lowered down to let Starlight on her back. "Normally I don't like letting other ponies ride on my back, but I'll go through with this to save Equestria."

Rainbow Dash then flew off with Starlight, taking the mare to go find anypony that can help.

With Twilight, she had already started attacking Chrysalis with some magic beams, though they were blocked by a barrier. Fortunately for Twilight, her magic was strong enough to damage the barrier a little, nearly causing Chrysalis to drop it.

"I won't let you win Chrysalis!" Twilight shouted, sending more blasts at the barrier, eventually destroying it.

"Wow, you really are strong Princess, at least when you're not letting your guard down," Chrysalis said. "Still, I can't allow you to win this battle, I have plans that you'll just get in the way of."

"Like I care about what your plans are!" Twilight shouted.

Chrysalis tried blasting Twilight, but the Alicorn teleported out of the way and blasted Chrysalis across the air. Twilight flew in to attack again but Chrysalis had flown out the way and sent some blasts at Twilight, hitting her a bit.

"Is that all the power you have? I thought you'd be much stronger if you could give even Lord Tirek a challenge," Chrysalis said.

Twilight shook it off and got into another stance. "Just you wait Chrysalis."

The two continued to battle in the air, hoping to overpower the other. This clash of magic was strong and could be felt most other places, including a bit back where the Dragons were.

"That's some power," Ember said. "Princess Twilight must be battling against Queen Chrysalis."

Sunburst had nodded in agreement, "Yes, that is likely. Twilight should hopefully have the magic needed to defeat Chrysalis, though with so many Changelings with her, it won't be easy."

"I don't think those Changelings will be much trouble," Ember said. "Besides she did have an ally with her."

"If they can get along, that Pegasus seems way too eager for a fight," Sunburst said.

Ember chuckled a bit, "I kinda like that about her, she's got some good confidence."

Even the foals seemed to be interested, but also worried.

"Think Twilight can do this? Beat Queen Chrysalis I mean?" Tender Taps asked.

"Of course, she's strong after all. She beat everypony else didn't she?" Apple Bloom reminded.

Rumble just stood there, keeping Flurry Heart close to him. "I believe in Twilight, she'll be able to beat Chrysalis."

"She might have some trouble, especially if she needs to worry about Lightning Dust doing something foolish," Dinky said.

"I'm sure it'll be fine," Rumble said. "Twilight's smart, she'll be able to handle this situation just fine."

Dinky sighed, "I hope you're right Rumble." She then trotted towards him. "Until then, it's best if we stayed near each other."

"Great idea!" Sweetie Belle said, quickly nuzzling against Rumble. "I love any chance I can get to be with my favorite colt."

Dinky groaned a bit, "Of course Sweetie Belle, I just hope with you close to Rumble you can at least keep him safe."

"I think Rumble will be more focused on keeping me safe since he's that strong," Sweetie Belle said.

Dinky huffed and looked away, "Figures you'd say that, you rely on Rumble while the rest of us rely on ourselves."

"Hey!" Sweetie Belle shouted. "Are you trying to say that I'm weak!? Remember I'm much better at magic than you are!"

Dinky stopped and turned to Sweetie Belle with widened eyes, "What did you say to me!?"

"I'm better than you are, you've seen how fast I learn when I'm with Twilight or Starlight, so don't even try to say that I'm weak!" Sweetie Belle shouted.

Dinky gritted her teeth, "Even so you still act so weak like you can't do anything for yourself! Rumble isn't there to protect you all the time from every little thing! I hope you know what to do as his marefriend other than just constant kissing!"

"So I like to kiss him, he's cute!" Sweetie Belle said.

"Come on, let's not argue right now," Apple Bloom said. "We already have The Changelings to worry about, we don't need anything else."

"Hey if Changelings show up, I'm pretty sure most of us could handle ourselves, but Rumble has to protect not only himself but Sweetie Belle too," Dinky said.

"Don't forget Princess Flurry Heart," Tender Taps said.

"Somehow I think even Princess Flurry Heart could fight better than Sweetie Belle," Dinky said.

"That's it! If you want me to show you how strong I am I'll be more than happy to do so!" Sweetie Belle said, charging her horn.

Tender Taps's pupils shrank, "Oh no, I was afraid this could happen."

Dinky also charged her horn, "Let's see who's the strongest!"

"We have to stop them!" Apple Bloom said.

"I don't know, I kinda wanna see who would win," Scootaloo said, much to Apple Bloom's annoyance.

"You can't be serious."

Rumble looked a bit concerned, "Come on, I don't want you two to fight each other, we have other things to worry about!"

Ember and Sunburst both turned around to see what was happening.

"Hey! What are you two fillies doing!?" Sunburst asked.

Ember was about to go prevent a fight, but then heard one of the dragons shout something. "I see Changelings!"

Ember turned around and saw that several Changelings were flying towards the area. "So they've actually come. Are they foolish enough to attack the Dragons? Or do they just not know what's here?"

The foals also noticed the Changelings flying over, feeling a bit of frustration at the sight of the creatures.

"Where do they keep coming from!?" Apple Bloom asked.

"I didn't think Chrysalis had so many, unless its still the same ones, just very persistent," Dinky said.

The Changelings went to attack, but many of them were knocked out of the sky by Ember's fire as she and the dragons went to fend them off.

Sunburst rushed over to the foals, "We should get moving! Quickly now!" As he tried leading them away, a few Changelings blocked the path for them. Sunburst wasn't sure what to do, despite his knowledge in magic, he didn't really have much for fighting. "Alright, looks like I'll have to use force!"

He went to attack, but one Changeling easily knocked him out of the way.

"That's not good," Tender Taps said.

The Changelings approached the foals, causing them to back up a bit.

"Let's find one of the dragons or something!" Tender Taps said.

"I think they're all busy fighting though!" Rumble said.

"There can't be that many Changelings though!" Dinky said.

One Changelings jumped at Tender Taps, but Apple Bloom quickly got in front and buck kicked it in the jaw, then turned around to punch it hard, knocking it back.

Tender Taps looked amazed, "Whoa, thanks Apple Bloom, that was awesome."

Apple Bloom gave a flirty stare to Tender Taps, "No problem, glad to help."

Another Changeling went to attack, but now Scootaloo had rushed over to punch it a few times and then kicked it away. "Ha! Not so tough!"

Tender Taps also looked amazed at that, "Wow, you're strong too Scootaloo."

Scootaloo did a confident smirk, "You like strong fillies?"

Apple Bloom stared in disbelief, "Hey, pick one, Rumble or Tender Taps!"

Meanwhile Rumble was trying to help up Sunburst, "Come on, we need to move."

Flurry Heart was also nearby, trying to shake him awake.

Sunburst shook off the attack from earlier, "Right, we really should move."

As he tried standing up, another Changeling flew in to knock him right back down, which caused Flurry Heart to run behind Rumble.

"Hey! That's not very nice!" Rumble complained. The Changeling then glared right into Rumble's eyes, freaking the colt out a bit as he got into a nervous fighting stance. "Hey, I learned fighting from my brother, I'm pretty good at it too!"

The Changeling didn't seem concerned, it just continued to stare at Rumble. Flurry Heart grabbed around his waist, holding onto him for safety, but Rumble kept trying to move her back. If he couldn't fight the Changeling off, he didn't want Flurry Heart to get hurt because of that. During this though, he heard Sweetie Belle yell," Eek! Don't come near me!"

Rumble turned around and saw some Changelings approaching Sweetie Belle as she randomly fired some magic blasts at them, having little affect since they were able to dodge.

"Sweetie Belle!" Rumble said, though his distraction allowed The Changeling a chance to attack, though Rumble wasn't distracted enough and was able to dodge and punch the Changeling hard a few times and kicked it away.

He quickly flew over to kick one Changeling that approached Sweetie Belle and knocked it into the other ones, then grabbed Sweetie Belle and brought her back to where he was, leaving her next to Flurry Heart.

"Wow Rumble! That was so fast!" Sweetie Belle said.

"I'm just glad you're safe," Rumble said, though the Changelings he had knocked over were starting to get up again. "I just wish I had more power."

As the Changelings flew to Rumble and Sweetie Belle, they were stopped by a huge barrier, knocking them all out. Both foals looked confused and noticed that the magic came from Flurry Heart.

"Wow, strong little filly," Rumble said, rubbing her mane. "You're tough and adorable."

Sunburst started to get up and saw The Changelings all knocked out. "Huh? What happened?"

Rumble turned to face Sunburst, "Good, you're alright. These Changelings don't know when to stop."

Sweetie Belle looked around, "It feels like there's a lot more than I remember."

"Back away!" they heard Dinky shouted.

Rumble turned to see Dinky fighting off some Changelings, "Not her too!"

He quickly sped in to attack them, showing much more strength than before, much to Sunburst's surprise.

"Wow, he's a strong little guy isn't he?" Sunburst said.

"Yeah, and he's my coltfriend," Sweetie Belle bragged.

Rumble continued attacking the Changelings, knocking them away enough, giving him a chance to check on his friend. "Are you alright Dinky?"

Dinky took a breath as she nodded, "Yeah, thanks Rumble, you really helped me."

"Of course, you're my best friend, I don't ever wanna see you get hurt," Rumble said.

Dinky looked almost surprised, "Oh, um, thanks Rumble."

Rumble gestured Dinky to follow, "We should stay together, hopefully I can help out the others." Rumble said, then saw Ember fighting away some Changelings. "Or just leave it to Ember, she's much stronger."

"Yeah, I guess you're right," Dinky said. "Let's hurry." She looked over and saw some Changelings approaching Sunburst, Sweetie Belle and Flurry Heart, then saw it blasted back by Flurry. "Wow, so the youngest pony there is the strongest."

"Well, in all fairness, she is an Alicorn," Rumble said.

"Tough little Alicorn," Dinky said, then giggled a bit with Rumble.

Back with Twilight, she and Chrysalis were still battling, sending powerful blasts at each other. While Twilight was strong, Chrysalis had already absorbed a lot of love from the other Changelings, making it really tough for Twilight.

"I excepted more from you Princess," Chrysalis said.

Twilight huffed a bit, "Why Chrysalis? You couldn't just accept Friendship and join us? If you did then maybe you'd still be a Queen."

"I don't need Friendship, and once I'm done I'll take back all of my Changelings. I had already transformed many of them back, making them once again my Changelings, soon I'll have fully returned them all to normal, and all of Equestria would be mine!" Chrysalis said.

Suddenly Chrysalis felt a beam hit her back. She turned around and saw a very angry looking Starlight riding on Rainbow Dash's back.

"Chrysalis!" Starlight shouted, sending another beam to knock her out of the sky.

Twilight looked relieved, "Starlight! You're here!"

Chrysalis growled, "Not you again!" She then noticed some of her Changelings going to attack. "But they'll destroy you!"

"Rainbow Dash, fight them off," Starlight said and used her self levitation. "I'll go help Twilight stop Chrysalis."

Rainbow Dash nodded and went to fight off The Changelings.

"It doesn't matter how many you defeat! More will come!" Chrysalis warned. "My Changelings are unstoppable!"

"Will you shut up already!" Starlight shouted. "You've really been nagging at the limits of my patience! I tried being nice, but that's over now! Time to defeat you!"

Twilight nodded, flying by Chrysalis. "You can't stop us both!"

"We'll see about that!" Chrysalis said and flew up, charging a magic ball. "Time to meet your end!"

Chrysalis sent the attack down at the two, but they both charged a really strong beam and sent it right at the magic ball, attempting to push the ball back.

"Fools! I can't be beaten! I am The Changeling Queen! The Strongest in all of Equestria!" Chrysalis shouted.

"That's what you think! Nothing is stronger than the Magic of Friendship!" Twilight shouted.

Twilight and Starlight continued to put more power into the attack, pushing the ball back.

"I will put an end to this Friendship garbage, it will be forgotten about forever! My rule of Equestria will be absolute!" Chrysalis shouted.

"I swear she just says the same thing over and over again," Starlight said, then thought about something. "I wonder if I was like that when I was trying to rule?"

"I really don't remember," Twilight said. "Just keep trying to push it back! We can do this! I believe in your power!"

Starlight seemed happy at hearing that, "Thanks, means a lot."

The two pushed hard enough, though while they weren't pushing back the attack from Chrysalis, they did manage to blast right through her magic ball, the beams going straight for the Changeling Queen.

"What!? NO!" the beams hit Chrysalis, causing a lot of damage as they carried her off. "NO! I CAN'T LOSE AGAIN!" Eventually she had been knocked far away and out of their sight.

Twilight and Starlight both fell back in relief. It looks like they have won, for now at least.

"We did it, we managed to overpower her," Starlight said, then noticed the other Changelings. "There's still them though."

"Rainbow Dash has this, so does Lightning Dust it seems," Twilight said, noting that Lightning Dust went to help. "Plus everywhere else the others are fighting."

Other places had shown the ponies defeating the Changelings, such as at The Hive where the others managed to recover enough to fight the Changelings, Thorax helping his that were captured to return to their normal selves. Over where The Dragons were, each of them fighting the Changelings away, and the foals safely in one area. Even in Ponyville where Luna had brought Shining Armor and Cadance to assist The Wonderbolts in making sure The Changelings are gone from there as well.

Starlight seemed relieved, "Soon it will be over."

"Yes, thanks to the strength of all our friends, and the Magic shown by Friendship," Twilight said, also feeling relived that this had ended.


	14. Peace in Equestria

After all the Changelings had finally been defeated, each of the ponies decided to return to Ponyville, though they were joined by Thorax, Ember and others to ensure it's safety and to check on Twilight's castle.

The Elements were glad to be back home after so long, Starlight was relived to know her friends were safe and the foals were just glad the battle was over.

Thorax had finally gotten each of his captured Changelings back to normal and to their metamorphosed state.

Celestia sent out some guards to make sure no Changelings were still around to cause trouble. Hopefully they can have this finished up by later on.

They also knew that while Chrysalis was defeated, she'll be back soon. They were ready for that though, ready to fight more if they needed to.

The foals stayed at the castle, joined by their older siblings, who wanted to make sure they were completely safe, including Starlight who was the most worried.

"I'm sorry this happened, I should have done a better job of protecting all of you," Starlight said.

"Don't worry about it, you tried your best," Rumble said.

"Yeah, you didn't know this could happen, I think you fought pretty bravely despite that," Dinky said.

"Still, I'm sure you were all so scared, and your siblings must have been really worried," Starlight said.

"I'm just grateful that Sweetie Belle's alright," Rarity said, keeping her sister close to her.

"Thank Rumble, he protected me from those Changelings," Sweetie Belle said.

"That doesn't surprise me," Rarity said, turning to Rumble. "He's such a brave little colt."

Rumble nervously chuckled, "I just wanted to keep Sweetie Belle safe."

"You did a great job on that little bro," Thunderlane said, rubbing his little brother's mane. "You were really brave."

"Much braver than me," Tender Taps said. "I was so scared! Those Changelings aren't really nice, well the ones that were with Chrysalis."

"At least Thorax managed to help his Changelings," Dinky said. "I like those Changelings, they're much friendlier, sort of."

"They're a bit immature, but they're nice at least," Sweetie Belle said.

Apple Bloom turned to Tender Taps, "Anyway don't worry about being scared, it can happen."

"Yeah, you're all pretty young still, nopony expects you to be that brave," Applejack said.

Rumble sat back a bit, "It was still scary, at least it's over, thanks to Princess Twilight, oh and you too Starlight."

Starlight blushed a bit, "I didn't do much, I just showed up after Twilight did most of the fighting."

"You still helped, Twilight said you were so angry and it made you so much stronger," Rumble said.

"Yes, I was a little...annoyed that Chrysalis would do what she did, but it still wasn't much honestly," Starlight said.

"Come on, have some confidence in yourself," Rainbow Dash said. "You totally showed Chrysalis your awesome power. It's great having something like helping us."

Starlight nodded, "Thanks, I'll keep doing my best to help all of you."

Twilight then made her way over, joined by Luna, Celestia and Cadance. "I'm glad you're all safe. That was quite an adventure."

"So does this mean we can learn magic that will help us fight?" Dinky asked.

Twilight shrugged, "I'm not sure, I would rather you don't have to fight."

"But if this happens again, we wanna be ready," Dinky said. "I need to get stronger Princess Twilight, we all do."

Sweetie Belle turned to Rarity, "You think it's a good idea, don't you?"

Rarity shrugged, "I'm not sure Sweetie Belle, I don't like the idea of you having to fight."

"Rumble fights, and maybe it could help if I got stronger myself," Sweetie Belle said. "I mean I know I have Rumble, but it would be easier if I could fight on my own. Plus it was embarrassing that a pony as young as Flurry Heart had to save me."

Dinky giggled, "That was something, looks like you finally realized you should increase your own power and not only rely on Rumble."

Sweetie Belle had a smug glare, "Don't get overconfident Dinky."

"Anyway," Twilight said. "Maybe you learning some fighting magic could help, just a little."

"Speaking of learning to fight," Scootaloo turned to Rainbow Dash. "I need you to train me a little on that too. I also really need to learn how to fly, I don't want to slow anypony down."

Rainbow Dash looked unsure, "You really want that kid? I mean the fighting, not the flying. That I'll teach you more of, but you really want to learn fighting?"

"Yeah, that way I can protect my friends. Plus it'll look so cool," Scootaloo said.

Twilight looked concerned, she really didn't wanna see these foals fight, at least not yet. But perhaps a little training couldn't be that much of a problem. "We'll talk more about this later."

"Yes, we're still here to make sure all of you stay safe," Luna said.

"And to make sure that there's little danger to Equestria," Cadance said.

Apple Bloom nodded, "Still, ah really wanna get stronger mahself, it was kinda fun buck kicking some of those Changelings."

"You even got a good attack on Chrysalis, that takes some courage," Rumble said.

"Yeah, ah did," Apple Bloom boasted.

Twilight looked a little unsure, she really didn't want these foals fighting. Though she knows they may have to someday, even Ember had told her sometime before this that the foals do have some potential when it comes to fighting.

Celestia could tell Twilight seemed a bit troubled, knowing how much Twilight cares for those she knows, especially if she's their teacher. Celestia wonders if these foals can achieve greatness of their own however.

During this, Shining Armor came by with Flurry Heart, "Everything is being taken care of, soon all the damage done by The Changelings will be fixed."

"Thanks Big Brother," Twilight said, then focused attention on Flurry. "Hey Flurry, how are you feeling? Were the dragons nice?"

"Why did you choose to leave your daughter with The Dragons anyway?" Rainbow Dash asked.

"We were both leaving The Crystal Empire and kinda nervous about Flurry being there alone," Cadance said.

"Not to say that our guards can't handle the Changelings, we just felt it would be better if she was left with Ember," Shining Armor said.

"Plus showing trust in The Dragons could be a good way of showing Friendship," Cadance said.

"Especially one that Spike himself says is quite amazing," Shining Armor said.

Rumble noticed Flurry Heart and waved to her, "Hi Princess Flurry." He flew to her a little, getting close to her and doing a funny face to get her to giggle.

"Aw, how cute," Cadance said. "I hear you foals helped watch over my daughter."

"Yeah, though instead of protecting her like I wanted to, she ended up protecting me at one point," Rumble said. Flurry seemed to hold her hooves out, wanting Rumble to pick her up. "Um, may I hold her?"

"Sure, just be careful, she might fire some magic if she gets too happy," Shining Armor warned.

Rumble nodded and picked up Flurry, sitting down as he held her. "Aren't you the cutest? Such a cute little Princess. Strong too, I bet you're gonna be the strongest Princess one day."

Flurry Heart giggled a bit, even more as Rumble lightly tickled her tummy with his hoof.

"He's such a kind boy, I can see why you like him Twilight," Cadance said.

"I like all of them, I'm glad I can help mentor such great foals," Twilight said.

Sweetie Belle sat next to Rumble as he continued to hold and play with Flurry Heart. She smiled down at the young Princess, kinda liking how sweet Rumble was with her. Sweetie Belle could almost imagine herself and Rumble as the parents to Flurry Heart, or a foal like her at least.

"That's so cute," Twilight said. "It's like they're parents or something."

"Kind of early to think about that," Starlight said. "But you may be right."

Rainbow Dash turned to Thunderlane and Rarity, "So how long before you two decide you want something like that?"

"Rainbow Dash!" Rarity shouted. "Thunderlane and I have only dated a few months! It's too early for us to consider that."

"Right, so how far have you gotten in your romance?" Rainbow Dash asked, though one glare from Rarity caused her to back up. "Relax, I'm just messing around."

"Yes well your messing around is quite annoying," Rarity said, then turned to Rumble, Sweetie Belle and Flurry. "But they do look cute together."

Shining Armor turned to Twilight, "We should go speak with Thorax, see if there's a way to help him with his Hive."

"Right," Twilight said and turned to the others. "Anyone who wants to come, feel free."

Each of the ponies actually agreed to assist though, though the foals were asked to stay, the other ponies figuring that they had enough to go through. Besides Rumble couldn't really move from his spot, Flurry Heart was too comfortable.

"Watch over my daughter, if you don't mind," Cadance said.

"Not at all Princess Candace," Rumble said.

Cadance giggled a bit and left with the others. Dinky took this time to go to Rumble.

"Hey, thanks again for helping me before," Dinky said.

"It's no trouble Dinky, you know that," Rumble said.

"Yeah, I know. Sometimes I forget how nice you are to me, and how much you always have been there for me. I'm glad we're friends Rumble, even if we're not as close as we used to be," Dinky said.

Rumble looked confused, "Not as close? How so Dinky?"

"Since dating Sweetie Belle, it feels like you've had less time to spend with me. I expected it, but I didn't think it would be this bad," Dinky said.

"Is that why you get jealous when I'm kissing Rumble?" Sweetie Belle asked.

"It's not that I'm jealous..." Dinky tried to insist, then sighed. "Ok maybe I'm a little jealous, I just miss being with my best friend. You can't imagine how much Rumble means to me too Sweetie Belle."

"You mean a lot to me Dinky, even if we're not always spending time together, I'll never forget you as my best friend. You helped me get Sweetie Belle after all, I owe my happiness to you," Rumble said.

"Yeah, thanks to your help I have an awesome coltfriend," Sweetie Belle said. "I was close to potentially dating somepony else like Button Mash, who while is nice, isn't as sweet as Rumble is."

Dinky nodded, "Thanks, I keep forgetting that. It did kinda affect my mood lately I'll admit."

"Is that why you were so upset before?" Rumble asked.

"A little, I'm sorry Rumble," Dinky said.

Rumble pitied his friend, "I get how you're feeling. Maybe you and I can make time to spend together. If Sweetie Belle's ok with that."

"I don't mind," Sweetie Belle said. "Besides I kinda miss spending time with Apple Bloom and Scootaloo, maybe I should before one of them get a coltfriend."

Dinky smiled a bit, "I'd love that, thanks."

"You're always gonna be special to me Dinky, don't forget that. We helped each other, and no matter what happens, even if Sweetie Belle and I ever get married, I'll always care a lot for you. I just hope when I have kids of my own one day, you'll be to them like what Derpy is to you," Rumble said.

Dinky suddenly felt some tears coming to her eyes, it wasn't a lot but they were still there. "Rumble...I promise that I will. I mean this, only as your best friend when I say, I love you."

Rumble nodded, "Yeah, as your best friend, I love you too."

Sweetie Belle wasn't sure what to make of that. Though from the way they made it sound, it wasn't the same love she would have with Rumble, more like the same love Twilight has for her friends, or at least a sibling type love. She's alright with that, she does know that Dinky's always been around for Rumble first.

Sweetie Belle still pulled Rumble into a kiss, just to remind him that he's her coltfriend. Rumble gladly returned the kiss as Dinky walked away, not minding as much as before.

Apple Bloom noticed that cute moment herself, then turned walk towards Tender Taps. "Hey, so about our date, is tomorrow good?"

Tender Taps nodded, "Yeah, I'd like that." He then scratched his head, "So does this mean you're my marefriend?"

"Ah guess so," Apple Bloom said, "Though we'll see as we're dating."

Tender Taps nodded, then turned to Scootaloo. "I do feel bad for Scootaloo though, think she'll find somepony to be with?"

Apple Bloom shrugged, "Ah don't know. Hopefully soon."

"Yeah, I think she will," Tender Taps said.

With Twilight again, as she was about to leave to find Thorax, Lightning Dust flew over to her. "Hey, Princess!"

Twilight turned to her, "Yes? What is it Lightning Dust?"

Lightning rubbed her head, feeling a little awkward. "Um, about before. While I'm sure I could have totally handled Queen Chrysalis, I still wanna thank you for helping me out...even if it was just a little bit."

Twilight rolled her eyes a little, but smiled it off. "It was no trouble."

Lightning Dust groaned, "I really wanted to show off what I can do though, I need another chance at being in The Wonderbolts!" She looked over to Night Glider talking to Spitfire. "But they seem to have somepony else in mind. I bet she didn't even do anything that special."

"She helped with The Changelings, and I'm sure she listened to others and didn't act reckless," Twilight said.

"Well what do you suggest I do then?" Lightning Dust asked.

"First you need to adjust a few things about yourself. If you'd like I can teach you a little on how to be a bit more friendlier, what do you say?" Twilight asked.

Lightning Dust shrugged, "I guess."

"Great, we'll start in five days, I'll have some Friendship Lessons for you," Twilight said.

Lightning sighed, "Alright, thanks I guess." She then flew off, leaving Twilight a little satisfied that she might have finally reasoned with her. Then something else occurred to her.

"Hey wait! You can at least help Thorax with...Oh forget it," Twilight said and trotted off.

A few days later, the foals met up again at the castle, but now with Twilight back, she can be the one to tutor the foals.

"Alright, now that everything is fixed and we're rested from Pinkie Pie's wild celebration party, it's time to see what you learned from Starlight," Twilight said.

Before anything, Trixie had arrived in the room, "Did you miss me?"

The foals groaned a bit, forgetting that Trixie was still around.

"Um, hi there Trixie, what brings you here?" Twilight asked.

"Didn't Starlight tell you? I've been helping her mentor these adorable little foals," Trixie said.

"Barely," Dinky replied.

Trixie glared a bit, "Don't be bratty."

Twilight looked a little unsure, "Ok then? If you're here to help that's fine. Besides I'm only observing for a bit, I have to meet with somepony later today."

"That works out well for me," Trixie said and sat in the room next to Starlight.

As Twilight observed the magic that Sweetie Belle and Dinky have been learning, Spike came into the room to talk to Twilight. "Hey, Twilight, you have somepony who wants to see you."

Twilight turned to see Lightning Dust enter the room, "Good to see you again."

"Hey Princess," Lightning said, and noticed the foals. "They're here too?"

"Yes, I'm resuming their lessons, or rather I'm seeing what they've learned. Afterwards I'll let Starlight mentor them while you and I discuss Friendship," Twilight said.

"I will be helping as well," Trixie said.

Twilight sighed, "Yes, Trixie as well."

Lightning shrugged, "Fine by me. So should I just wait here?"

"You can sit with Starlight and Trixie for now," Twilight said, gesturing to the two mares.

Lightning Dust nodded and trotted over, sitting near them and waving. "Hey."

"Hello, nice to see you," Starlight said.

"Yes, nice to meet you," Trixie said.

Starlight watched the foals a bit, then turned to Lightning Dust. "So, Friendship Lessons huh? She gives me lessons too. I'm her pupil."

"That's nice," Lightning said, almost not caring.

Starlight felt a bit awkward, "Um...so those kids, they're cute right?"

"Kinda bratty to me," Lightning said.

"Finally, somepony who agrees with me," Trixie said.

Starlight groaned, "They're not bratty, they just don't care for being...annoyed."

"Still, kind of annoying," Lightning said.

"Well one of them is nice, like Tender Taps there," Trixie said, pointing to the young colt, who was seen really close to Apple Bloom than normal. "He even got himself a little marefriend, even if she's kind of arrogant herself."

Starlight looked to Tender Taps, feeling a proud smile. "I'm so glad he's has somepony to love and cherish, he's a great colt and a sweet little brother."

"He does seem ok compared to the others," Lightning said. "He's at least not as annoying."

"Yes, I'm glad we can agree on that," Trixie said.

"Good, now to get you both to agree that they're not all that bratty," Starlight said. Both mares shrugged it off, leaving Starlight somewhat annoyed. "They'll soon appreciate them like I do."

Twilight continued to watch their progress, amazed at how well the fillies have been doing. Starlight is a great teacher, even if she doesn't know it. Perhaps in a few years these foals can be something even more special. Soon it may be time for her to take more pupils, but she also feels that Starlight should have a pupil of her own.

It looks like Sweetie Belle and Dinky will soon have more advanced training from the two older mares. She also needs to make sure Rumble is properly trained, she'll need to find a talented Pegasus to train him aside from his brother. Perhaps Spitfire, Rainbow Dash if she's not busy with Scootaloo. Even Lightning Dust could be a good teacher, if she can put aside her reckless attitude.

She's confident these foals can really become something special, they care for each other and they understand what it means to love one another. She'll make sure they become something amazing, and really understand more about Friendship and it's magic.


End file.
